Home/Filings/4/0001123292-13-001565
4//SEC Filing

DELL INC 4

Accession 0001123292-13-001565

CIK 0000826083operating

Filed

Oct 30, 8:00 PM ET

Accepted

Oct 31, 4:05 PM ET

Size

11.0 KB

Accession

0001123292-13-001565

Insider Transaction Report

Form 4
Period: 2013-10-29
Transactions
  • Disposition to Issuer

    Nonqualified Stock Options

    2013-10-2918,7350 total
    Exercise: $12.01Exp: 2020-08-14Common Stock (18,735 underlying)
  • Disposition to Issuer

    Common Stock

    2013-10-29$13.75/sh81,880$1,125,8500 total
  • Disposition to Issuer

    Nonqualified Stock Options

    2013-10-2912,6060 total
    Exercise: $16.97Exp: 2021-07-15Common Stock (12,606 underlying)
Footnotes (5)
  • [F1]Pursuant to the Agreement and Plan of Merger, dated as of February 5, 2013, as amended, among Dell Inc. (the "Company"), Denali Holding Inc., Denali Intermediate Inc. and Denali Acquiror Inc., these shares were canceled and converted into the right to receive $13.75 in cash, without interest, less any applicable withholding taxes.
  • [F2]These options to purchase shares of the Company's common stock were tendered by the reporting person to the Company in the Offer to Purchase for Cash Outstanding Options to Purchase Common Stock Under the Dell Inc. 2012 Long-Term Incentive Plan and the Dell Inc. Amended and Restated 2002 Long-Term Incentive Plan, which offer expired on October 29, 2013.
  • [F3]Of the 18,735 options, 11,241 were fully exercisable as of October 29, 2013. The remainder would have vested as follows: 3,747 on July 1, 2014 and 3,747 on July 1, 2015.
  • [F4]Each tendered option was canceled in exchange for the right to receive cash consideration, less any applicable withholding taxes, equal to (a) the number of shares of the Company's common stock underlying the option multiplied by (b) an amount equal to (i) the excess of $13.75 over the per share exercise price of the option if the per share exercise price was $13.05 or less, (ii) $0.70 if the per share exercise price of the option was $13.06 to $15.50, (iii) $0.40 if the per share exercise price of the option was $15.51 to $20.00, (iv) $0.20 if the per share exercise price of the option was $20.01 to $25.00, and (v) $0.10 if the per share exercise price of the option was $25.01 to $50.00. Notwithstanding the foregoing, pursuant to the terms of the offer, if any option holder elected to participate in the offer, in no event would the holder receive less than $300 for each option grant validly tendered and not withdrawn, less any applicable withholding taxes.
  • [F5]Of the 12,606 options, 5,043 were fully exercisable as of October 29, 2013. The remainder would have vested as follows: 2,521 on July 15, 2014; 2,521 on July 15, 2015; and 2,521 on July 15, 2016.

Issuer

DELL INC

CIK 0000826083

Entity typeoperating
IncorporatedDE

Related Parties

1
  • filerCIK 0000826083

Filing Metadata

Form type
4
Filed
Oct 30, 8:00 PM ET
Accepted
Oct 31, 4:05 PM ET
Size
11.0 KB