4//SEC Filing
MORIN GARY E 4
Accession 0001104659-13-022487
CIK 0000748015other
Filed
Mar 19, 8:00 PM ET
Accepted
Mar 20, 12:47 PM ET
Size
14.9 KB
Accession
0001104659-13-022487
Insider Transaction Report
Form 4
MORIN GARY E
Director
Transactions
- Disposition to Issuer
Restricted Stock Units 6/12/2009
2013-03-18$2.20/sh−6,714$14,771→ 0 total→ Common Stock (6,714 underlying) - Disposition to Issuer
Options (to buy) 11/23/2008
2013-03-18$0.56/sh−60,000$33,600→ 0 totalExercise: $1.64Exp: 2015-11-23→ Common Stock (60,000 underlying) - Disposition to Issuer
Common Stock
2013-03-18−22,584→ 0 total - Disposition to Issuer
Restricted Stock Units 5/2/2011
2013-03-18$2.20/sh−23,007$50,615→ 0 total→ Common Stock (23,007 underlying) - Disposition to Issuer
Restricted Stock Units 4/18/2012
2013-03-18$2.20/sh−26,432$58,150→ 0 total→ Common Stock (26,432 underlying)
Footnotes (7)
- [F1]Shares of Common Stock were disposed of in exchange for the right to receive $2.20 per share in cash pursuant to the Agreement and Plan of Merger by and among Tempur-Pedic International Inc., Silver Lightning Merger Company and Sealy Corporation (the "Merger Agreement").
- [F2]Each restricted stock unit represented a contingent right to receive one share of Sealy Corporation common stock.
- [F3]The initial grant was for 20,000 restricted stock units with an annual growth rate of 8% until vested. With the vesting on March 18, 2013 6,714 units vested and the remaining units expired.
- [F4]The restricted stock units do not have an expiration date.
- [F5]Restricted stock units which were cancelled in exchange for the right to receive $2.20 per share in cash pursuant to the Merger Agreement. These restricted stock units vested automatically immediately prior to the consummation of the merger on March 18, 2013 in accordance with the terms of the Merger Agreement.
- [F6]Grants shall vest if the grantee remains a director until the earlier of the first anniversary of the grant date or the company's next annual shareholder's meeting. The shares shall be release upon the grantee's leaving the company's board of directors.
- [F7]This stock option, which provided for vesting 1/3rd on each of the first three anniversaries of the grant date was cancelled in exchange for the right to receive the difference between the exercise price of the option and $2.20 per share in cash pursuant to the Merger Agreement. These options vested automatically immediately prior to the consummation of the merger on March 18, 2013 in accordance with the terms of the Merger Agreement.
Documents
Issuer
SEALY CORP
CIK 0000748015
Entity typeother
Related Parties
1- filerCIK 0001186631
Filing Metadata
- Form type
- 4
- Filed
- Mar 19, 8:00 PM ET
- Accepted
- Mar 20, 12:47 PM ET
- Size
- 14.9 KB