NORTH AMERICAN GALVANIZING & COATINGS INC 4
4 · NORTH AMERICAN GALVANIZING & COATINGS INC · Filed Jul 1, 2010
Insider Transaction Report
Form 4
AZZ INC
10% OwnerOther
Transactions
- Purchase
COMMON STOCK
2010-06-25$7.50/sh+167,999$1,259,993→ 14,117,420 total(indirect: CORPORATE STRUCTURE) - Exercise of In-Money
COMMON STOCK
2010-06-25$7.50/sh+987,134$7,403,505→ 14,117,420 total(indirect: CORPORATE STRUCTURE) - Exercise of In-Money
STOCK OPTION (RIGHT TO BUY)
2010-06-25−1→ 0 total(indirect: CORPORATE STRUCTURE)Exercise: $7.50From: 2010-06-14Exp: 2010-06-30→ COMMON STOCK (987,134 underlying)
Footnotes (4)
- [F1]These shares were purchased through private transactions with individuals that held shares of common stock that constituted restricted shares that vested on June 14, 2010.
- [F2]These shares were purchased and are owned directly by Big Kettle Merger Sub, Inc., which is a wholly owned subsidiary of Arbor-Crowley, Inc., which is a wholly owned subsidiary of AZZ incorporated. Arbor-Crowley, Inc. and AZZ incorporated are indirect beneficial owners of the reported shares.
- [F3]These shares include 326,829 shares of common stock that constituted restricted shares that vested on June 14, 2010 and 660,305 shares of common stock that were held in trust under the North American Galvanizing & Coatings, Inc. Director Stock Unit Program until June 14, 2010, in each case which Big Kettle Merger Sub, Inc. exercised its option to purchase pursuant to the Stockholders Agreement, dated as of March 31, 2010, by and among AZZ incorporated, Big Kettle Merger Sub, Inc. and certain stockholders of North American Galvanizing & Coatings, Inc.
- [F4]The option to purchase these shares was held, and the shares acquired upon exercise of the option are beneficially owned, directly by Big Kettle Merger Sub, Inc., which is a wholly owned subsidiary of Arbor-Crowley, Inc., which is a wholly owned subsidiary of AZZ incorporated. Arbor-Crowley, Inc. and AZZ incorporated are indirect beneficial owners of the reported shares.