NTELOS HOLDINGS CORP. 4

Accession 0001127602-16-051388

CIK 0001328571operating

Filed

May 5, 8:00 PM ET

Accepted

May 6, 4:15 PM ET

Size

21.9 KB

Accession

0001127602-16-051388

Form 4

Period: 2016-05-06

SVP - Finance and Corp. Dev.

Transactions

Exercise/Conversion
Common Stock, Par Value $0.01 Per Share
2016-05-06+2,597→ 68,879 total
Exercise/Conversion
Common Stock, Par Value $0.01 Per Share
2016-05-06+661→ 69,540 total
Disposition to Issuer
Common Stock, Par Value $0.01 Per Share
2016-05-06$9.25/sh−223$2,063→ 0 total(indirect: By Daughter)
Disposition to Issuer
Common Stock, Par Value $0.01 Per Share
2016-05-06$9.25/sh−69,540$643,245→ 0 total
Disposition to Issuer
Common Stock, Par Value $0.01 Per Share
2016-05-06$9.25/sh−4,184$38,702→ 0 total(indirect: By 401(k))
Disposition to Issuer
Common Stock, Par Value $0.01 Per Share
2016-05-06$9.25/sh−223$2,063→ 0 total(indirect: By Son)
Exercise/Conversion
Phantom Shares
2016-05-06−2,597→ 0 total
Exp: 2019-02-28→ Common Stock (2,597 underlying)
Award
Performance Stock Units
2016-05-06+505→ 661 total
Exp: 2016-12-31→ Common Stock (505 underlying)
Exercise/Conversion
Performance Stock Units
2016-05-06−661→ 0 total
Exp: 2016-12-31→ Common Stock (661 underlying)
Disposition to Issuer
Stock Option (Right to Buy)
2016-05-06−23,209→ 0 total
Exercise: $6.00Exp: 2025-03-05→ Common Stock (23,209 underlying)

Footnotes (4)

[F1]The reporting person disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.
[F2]Each Phantom Share is the economic equivalent of one share of Issuer's common stock. The vested Phantom Shares were settled for cash immediately prior to consummation of the merger at the value of the merger consideration, $9.25 per share, pursuant to the Agreement and Plan of Merger, dated as of August 10, 2015 among the Issuer, Shenandoah Telecommunications Company, and Gridiron Merger Sub., Inc.
[F3]Each earned Performance Stock Unit ("PSU") represents a right to receive a share, including accrued reinvested dividends, of Issuer's common stock upon a final vesting date pursuant to the terms of the award. Immediately prior to consummation of the merger, each earned PSU was settled for cash at the value of the merger consideration, $9.25 per share.
[F4]This option, which provided for vesting in annual installments of 25% of the total award beginning on March 5, 2016, was cancelled immediately prior to consummation of the merger in exchange for a cash payment of $75,429, representing the difference between the exercise price of the option and the merger consideration per share of $9.25.

Documents

1 file

NTELOS HOLDINGS CORP.

CIK 0001328571

Entity typeoperating