4//SEC Filing
Holmes James Christopher 4
Accession 0001104659-13-042836
CIK 0000828678other
Filed
May 16, 8:00 PM ET
Accepted
May 17, 4:06 PM ET
Size
15.6 KB
Accession
0001104659-13-042836
Insider Transaction Report
Form 4
Holmes James Christopher
Senior Vice President
Transactions
- Disposition to Issuer
Common Stock
2013-05-17−59,198→ 0 total - Disposition to Issuer
Common Stock
2013-05-17−50,000→ 0 total(indirect: By LLC) - Disposition to Issuer
Stock option (right to buy)
2013-05-17−8,000→ 0 totalExercise: $9.85Exp: 2017-10-11→ Common Stock (8,000 underlying) - Disposition to Issuer
Stock option (right to buy)
2013-05-17−15,000→ 0 totalExercise: $7.25Exp: 2014-05-13→ Common Stock (15,000 underlying) - Disposition to Issuer
Stock option (right to buy)
2013-05-17−25,000→ 0 totalExercise: $6.93Exp: 2019-08-13→ Common Stock (25,000 underlying)
Footnotes (7)
- [F1]This amount includes 20,044 shares of restricted common stock of FirstCity Financial Corporation (the "Issuer"). Pursuant to the terms of the Merger Agreement (as defined below), the restricted stock award agreements were amended to provide that such shares became fully vested immediately prior to the Effective Time (as defined in the Merger Agreement) of the Merger (as defined in the Merger Agreement).
- [F2]Pursuant to the terms of the Agreement and Plan of Merger, dated as of December 20, 2012 (the "Merger Agreement"), by and among the Issuer, Hotspurs Holdings LLC and Hotspurs Acquisition Corporation, each share of the Issuer's common stock that was issued and outstanding immediately prior to the Effective Time of the Merger, subject to certain exceptions, was cancelled and converted into the right to receive $10.00 in cash, without interest (the "Merger Consideration").
- [F3]Represents shares held by JJCS, L.L.C., an entity owned by the reporting person and his family as follows: James C. Holmes (35%); Cindy Holmes (35%); Spencer Holmes (15%); James Kennedy Holmes (15%). The reporting person disclaims beneficial ownership of these shares, except to the extent of his pecuniary interest therein. The reporting person states that neither the filing of this statement nor anything herein shall be deemed an admission that the reporting person was, for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise, the beneficial owner of these shares.
- [F4]This stock option was granted on May 13, 2004 and originally provided for vesting in four equal annual installments beginning on the first anniversary of the date of grant.
- [F5]At the Effective Time of the Merger, pursuant to the terms of the Merger Agreement, this stock option was cancelled and converted into the right to receive an amount in cash, without interest, equal to (i) the excess of the Merger Consideration over the per share exercise price of such stock option multiplied by (ii) the aggregate number of shares of common stock into which such stock option was exercisable immediately prior to the Effective Time of the Merger.
- [F6]This stock option was granted on October 11, 2007 and originally provided for vesting in four equal annual installments beginning on the first anniversary of the date of grant.
- [F7]This stock option was granted on August 13, 2009 and originally provided for vesting in four equal annual installments beginning on the first anniversary of the date of grant. Pursuant to the terms of the Merger Agreement, the stock option agreement was amended to provide that this stock option became fully vested and exercisable immediately prior to the Effective Time of the Merger.
Documents
Issuer
FIRSTCITY FINANCIAL CORP
CIK 0000828678
Entity typeother
Related Parties
1- filerCIK 0001292139
Filing Metadata
- Form type
- 4
- Filed
- May 16, 8:00 PM ET
- Accepted
- May 17, 4:06 PM ET
- Size
- 15.6 KB