CERADYNE INC 4
4 · CERADYNE INC · Filed Nov 29, 2012
Insider Transaction Report
Form 4
CERADYNE INCCRDN
EDELSTEIN FRANK
Director
Transactions
- Disposition to Issuer
Common Stock
2012-11-28−9,000→ 0 total - Disposition to Issuer
Stock Option (Right to Buy)
2012-11-27−7,500→ 0 totalExercise: $21.84From: 2005-02-16Exp: 2014-08-16→ Common Stock (7,500 underlying) - Exercise/Conversion
Restricted Stock Units
2012-11-27−2,000→ 0 totalFrom: 2012-11-27Exp: 2012-11-27→ Common Stock (2,000 underlying) - Disposition from Tender
Common Stock
2012-11-27$35.00/sh−42,644$1,492,540→ 0 total - Exercise/Conversion
Common Stock
2012-11-27+5,000→ 9,000 total - Exercise/Conversion
Common Stock
2012-11-27+2,000→ 2,000 total - Exercise/Conversion
Restricted Stock Units
2012-11-27−2,000→ 0 totalFrom: 2012-11-27Exp: 2012-11-27→ Common Stock (2,000 underlying) - Exercise/Conversion
Restricted Stock Units
2012-11-27−5,000→ 0 totalFrom: 2012-11-27Exp: 2012-11-27→ Common Stock (5,000 underlying) - Exercise/Conversion
Common Stock
2012-11-27+2,000→ 4,000 total
Footnotes (5)
- [F1]Each restricted stock unit represented a contingent right to receive one share of Ceradyne common stock. Pursuant to the terms of the Agreement and Plan of Merger, dated September 30, 2012, by and among 3M Company, Cyborg Acquisition Corporation and Ceradyne, Inc., on November 27, 2012, the reporting person's restricted stock units were settled for 2,000 shares of Ceradyne common stock.
- [F2]Each restricted stock unit represented a contingent right to receive one share of Ceradyne common stock. Pursuant to the terms of the Agreement and Plan of Merger, dated September 30, 2012, by and among 3M Company, Cyborg Acquisition Corporation and Ceradyne, Inc., on November 27, 2012, the reporting person's restricted stock units were settled for 2,000 shares of Ceradyne common stock.
- [F3]Each restricted stock unit represented a contingent right to receive one share of Ceradyne common stock. Pursuant to the terms of the Agreement and Plan of Merger, dated September 30, 2012, by and among 3M Company, Cyborg Acquisition Corporation and Ceradyne, Inc., on November 27, 2012, the reporting person's restricted stock units were settled for 5,000 shares of Ceradyne common stock.
- [F4]Disposed of pursuant to the terms of the Agreement and Plan of Merger, dated as of September 30, 2012, by and among 3M Company, Cyborg Acquisition Corporation and Ceradyne, Inc., in exchange for a cash payment of $35.00 per share.
- [F5]This option was cancelled pursuant to the terms of the Agreement and Plan of Merger, dated as of September 30, 2012, by and among 3M Company, Cyborg Acquisition Corporation and Ceradyne, Inc., in exchange for a cash payment of $163,800.00, representing the difference between the exercise price of the option and $35.00 per share underlying the option.