4//SEC Filing
Hoffman G Michael 4
Accession 0001104659-13-022935
CIK 0000748015other
Filed
Mar 20, 8:00 PM ET
Accepted
Mar 21, 2:54 PM ET
Size
13.2 KB
Accession
0001104659-13-022935
Insider Transaction Report
Form 4
Hoffman G Michael
Executive VP, Operations
Transactions
- Disposition to Issuer
Common Stock
2013-03-18−726,855→ 0 total - Disposition to Issuer
Restricted Stock Units 6/12/2009
2013-03-18$2.20/sh−402,809$886,180→ 0 total→ Common stock (402,809 underlying) - Disposition to Issuer
Stock Options (to buy) 4/6/2004
2013-03-18$0.77/sh−203,532$156,720→ 0 totalExercise: $1.43Exp: 2014-04-06→ Common Stock (203,552 underlying) - Disposition to Issuer
Stock Options (to buy) 11/23/2008
2013-03-18$0.56/sh−120,000$67,200→ 0 totalExercise: $1.64Exp: 2015-11-23→ Common Stock (120,000 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 1,200,000 restricted stock units with an annual growth rate of 8% until vested. One quarter of these units, plus accretion, vest on the first four anniversaries of the grant date. With the vesting on March 18, 2013 402,809 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]This stock option, which provided for vesting upon grant, 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.
- [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 0001358158
Filing Metadata
- Form type
- 4
- Filed
- Mar 20, 8:00 PM ET
- Accepted
- Mar 21, 2:54 PM ET
- Size
- 13.2 KB