4//SEC Filing
NYSE Euronext 4
Accession 0001127602-13-031628
CIK 0001368007operating
Filed
Nov 13, 7:00 PM ET
Accepted
Nov 14, 1:51 PM ET
Size
25.2 KB
Accession
0001127602-13-031628
Insider Transaction Report
Form 4
Niederauer Duncan L
DirectorChief Executive Officer
Transactions
- Disposition to Issuer
Common Stock, par value $0.01 per share
2013-11-13−343,883→ 0 total - Disposition to Issuer
Restricted Stock Units
2013-11-13−23,450→ 0 total→ Common Stock, par value $0.01 per share (23,450 underlying) - Disposition to Issuer
Restricted Stock Units
2013-11-13−63,349→ 0 total→ Common Stock, par value $0.01 per share (63,349 underlying) - Disposition to Issuer
Restricted Stock Units
2013-11-13−47,558→ 0 total→ Common Stock, par value $0.01 per share (47,558 underlying) - Disposition to Issuer
Restricted Stock Units
2013-11-13−68,128→ 0 total→ Common Stock, par value $0.01 per share (68,128 underlying) - Disposition to Issuer
Restricted Stock Units
2013-11-13−103,663→ 0 total→ Common Stock, par value $0.01 per share (103,663 underlying) - Disposition to Issuer
Restricted Stock Units
2013-11-13−42,589→ 0 total→ Common Stock, par value $0.01 per share (42,589 underlying) - Disposition to Issuer
Restricted Stock Units
2013-11-13−281,145→ 0 totalExercise: $0.00→ Common Stock, par value $0.01 per share (281,145 underlying)
Footnotes (9)
- [F1]As of the effective time (the "Effective Time") of the transactions contemplated by the Amended and Restated Agreement and Plan of Merger by and among the Issuer, IntercontinentalExchange, Inc., IntercontinentalExchange Group, Inc. ("ICE Group"), Braves Merger Sub, Inc. and Baseball Merger Sub, LLC, dated as of March 19, 2013 (the "Merger Agreement"), pursuant to the terms of the Merger Agreement, each share of the Issuer's common stock held by the reporting person was converted into the right to receive a combination of shares of ICE Group common stock and cash in amounts determined pursuant to the Merger Agreement.
- [F2]As of the grant date, (a) each restricted stock unit ("RSU") represented the right to receive one share of the Issuer's common stock and (b) RSUs were scheduled to vest and be settled in three equal installments on each of February 8, 2012, 2013 and 2014, subject to the terms of the Issuer's Omnibus Incentive Plan and the applicable award agreement issued thereunder. The amount of the award was determined in part by reference to the closing price of the Issuer's common stock on February 8, 2013.
- [F3]As of the Effective Time, pursuant to the terms of the Merger Agreement, (a) the performance criteria applicable to the performance stock units ("PSUs") held by the reporting person were deemed attained based on actual attainment of the relative total shareholder return performance condition (as measured as of the Effective Time, in the case of the PSU granted in May 2012, and as of October 31, 2013, in the case of the PSU granted in February 2013) and (b) the portion of each PSU award for which the performance condition was deemed attained was converted into an award of substantially equivalent service-vesting RSUs denominated in shares of ICE Group common stock, with the number of shares of ICE Group common stock determined pursuant to the Merger Agreement.
- [F4]As of the grant date, (a) each RSU represented the right to receive one share of the Issuer's common stock and (b) RSUs were scheduled to vest and be settled in three equal installments on each of February 11, 2013, 2014 and 2015, subject to the terms of the Issuer's Omnibus Incentive Plan and the applicable award agreement issued thereunder. The amount of the award was determined in part by reference to the closing price of the Issuer's common stock on February 8, 2013.
- [F5]As of the Effective Time, pursuant to the terms of the Merger Agreement, (a) each RSU award held by the reporting person (other than the LTIP RSUs granted in February 2013) fully vested and (b) each RSU award (and, as described in footnote 3, each PSU award) was converted into an award of substantially equivalent RSUs denominated in ICE Group common stock, with the number of shares of ICE Group common stock determined pursuant to the Merger Agreement.
- [F6]As of the grant date, (a) each RSU represented the right to receive one share of the Issuer's common stock and (b) RSUs were scheduled to vest and be settled in three equal installments on each of February 6, 2014, 2015 and 2016, subject to the terms of the Issuer's Omnibus Incentive Plan and the applicable award agreement issued thereunder. The amount of the award was determined in part by reference to the closing price of the Issuer's common stock on February 5, 2013.
- [F7]As of the grant date, (a) each RSU represented the right to receive one share of the Issuer's common stock and (b) RSUs were scheduled to vest and be settled on February 8, 2014, subject to the reporting person's continued employment with the Issuer. The amount of the award was determined in part by reference to the closing price of the Issuer's common stock on February 7, 2011.
- [F8]As of the grant date, (a) each RSU represented the right to receive one share of the Issuer's common stock and (b) RSUs were scheduled to vest and be settled on February 11, 2015, subject to the reporting person's continued employment with the Issuer. The amount of the award was determined in part by reference to the closing price of the Issuer's common stock on February 10, 2012.
- [F9]As of the grant date, (a) each RSU represented the right to receive one share of the Issuer's common stock and (b) RSUs were scheduled to vest and be settled on February 6, 2016, subject to the terms of the Issuer's Omnibus Incentive Plan and the applicable award agreement issued thereunder. The amount of the award was determined in part by reference to the closing price of the Issuer's common stock on February 5, 2013.
Documents
Issuer
NYSE Euronext
CIK 0001368007
Entity typeoperating
IncorporatedDE
Related Parties
1- filerCIK 0001368007
Filing Metadata
- Form type
- 4
- Filed
- Nov 13, 7:00 PM ET
- Accepted
- Nov 14, 1:51 PM ET
- Size
- 25.2 KB