READERS DIGEST ASSOCIATION INC 4
4 · READERS DIGEST ASSOCIATION INC · Filed Mar 6, 2007
Insider Transaction Report
Form 4
RICH GARY S
Senior Vice President
Transactions
- Disposition to Issuer
Common Stock
2007-03-02$17.00/sh−66,122$1,124,074→ 0 total - Disposition to Issuer
Common Stock
2007-03-02$17.00/sh−0.65$11→ 0 total - Disposition to Issuer
Stock Option (right to buy)
2007-03-02−38,500→ 0 totalExercise: $31.56Exp: 2007-03-02→ Common Stock (38,500 underlying) - Disposition to Issuer
Common Stock
2007-03-02$17.00/sh−5,646.896$95,997→ 0 total - Disposition to Issuer
Stock Option (right to buy)
2007-03-02$1.04/sh−40,000$41,600→ 0 totalExercise: $15.97Exp: 2007-03-02→ Common Stock (40,000 underlying) - Disposition to Issuer
Stock Option (right to buy)
2007-03-02−75,000→ 0 totalExercise: $27.94Exp: 2007-03-02→ Common Stock (75,000 underlying) - Disposition to Issuer
Stock Option (right to buy)
2007-03-02−45,000→ 0 totalExercise: $41.19Exp: 2007-03-02→ Common Stock (45,000 underlying) - Disposition to Issuer
Stock Option (right to buy)
2007-03-02−52,350→ 0 totalExercise: $21.50Exp: 2007-03-02→ Common Stock (52,350 underlying) - Disposition to Issuer
Stock Option (right to buy)
2007-03-02$1.25/sh−50,000$62,250→ 0 totalExercise: $15.77Exp: 2007-03-02→ Common Stock (50,000 underlying)
Footnotes (4)
- [F1]Reporting person?s proportionate interest in the shares held in the Stock Fund of The Employee Ownership Plan and the 401(k) Partnership of The Reader?s Digest Association, Inc.
- [F2]Shares acquired at market prices on a periodic basis through The Reader?s Digest Association, Inc. Employee Stock Purchase Plan for the reporting person?s account.
- [F3]Pursuant to the terms of the Agreement and Plan of Merger (the ?Merger Agreement?) dated as of November 16, 2006, between RDA Holding Co. (formerly Doctor Acquisition Holding Co.), Doctor Acquisition Co. and the issuer, each share of common stock was converted into the right to receive $17.00 in cash.
- [F4]Pursuant to the Merger Agreement, immediately prior to the merger, stock options became fully vested and exercisable and the holder of any such option received, in exchange for the surrender of such option, a cash payment representing the difference between the exercise price of the option and $17.015 per share of common stock of the issuer for which the options were exercisable. Shares of common stock with a strike price above $17.015 were surrendered without any payment thereon.