4//SEC Filing
FOGLEMAN RONALD R 4
Accession 0001104659-18-038958
CIK 0000866121other
Filed
Jun 6, 8:00 PM ET
Accepted
Jun 7, 5:38 PM ET
Size
11.0 KB
Accession
0001104659-18-038958
Insider Transaction Report
Form 4
FOGLEMAN RONALD R
Director
Transactions
- Disposition to Issuer
Common Stock
2018-06-06$134.50/sh−2,280$306,660→ 0 total - Disposition to Issuer
Deferred Stock Units
2018-06-06$134.50/sh−13,286$1,786,967→ 0 total→ Common Stock (13,286 underlying) - Disposition to Issuer
Phantom Stock Units
2018-06-06$134.50/sh−1,853$249,229→ 0 total→ Common Stock (1,853 underlying)
Footnotes (3)
- [F1]Pursuant to the Agreement and Plan of Merger, dated as of September 17, 2017 (the "Merger Agreement"), among Northrop Grumman Innovation Systems, Inc. (formerly known as Orbital ATK, Inc.) (the "Company"), Northrop Grumman Corporation and Neptune Merger, Inc., a wholly owned subsidiary of Northrop Grumman Corporation ("Sub"), effective as of immediately prior to the effective time of the merger of the Company and Sub (the "Merger"), these shares of Company common stock were converted into the right to receive a cash payment equal to the per share merger consideration of $134.50.
- [F2]Pursuant to the Merger Agreement, effective as of the effective time of the Merger, outstanding deferred stock units became fully vested in accordance with the terms of the Merger Agreement and were converted into the right to receive a cash payment equal to the number of shares of Company common stock underlying the vested deferred stock units multiplied by the per share merger consideration of $134.50, less any applicable withholding for taxes, payable in accordance with, and subject to, the deferral elections applicable to such deferred stock units as of immediately prior to the effective time of the Merger.
- [F3]Pursuant to the Merger Agreement, effective as of the effective time of the Merger, outstanding phantom stock units became fully vested in accordance with the terms of the Merger Agreement and were converted into the right to receive a cash payment equal to the number of shares of Company common stock underlying the vested phantom stock units multiplied by the per share merger consideration of $134.50, less any applicable withholding for taxes, payable in accordance with, and subject to, the deferral elections applicable to such phantom stock units as of immediately prior to the effective time of the Merger.
Documents
Issuer
Northrop Grumman Innovation Systems, Inc.
CIK 0000866121
Entity typeother
Related Parties
1- filerCIK 0001054971
Filing Metadata
- Form type
- 4
- Filed
- Jun 6, 8:00 PM ET
- Accepted
- Jun 7, 5:38 PM ET
- Size
- 11.0 KB