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4//SEC Filing

NORTH AMERICAN GALVANIZING & COATINGS INC 4

Accession 0001140361-10-027898

CIK 0000055805operating

Filed

Jun 30, 8:00 PM ET

Accepted

Jul 1, 4:10 PM ET

Size

11.1 KB

Accession

0001140361-10-027898

Insider Transaction Report

Form 4
Period: 2010-06-25
ARBOR-CROWLEY, INC.
10% OwnerOther
Transactions
  • Exercise of In-Money

    COMMON STOCK

    2010-06-25$7.50/sh+987,134$7,403,50514,117,420 total(indirect: CORPORATE STRUCTURE)
  • Purchase

    COMMON STOCK

    2010-06-25$7.50/sh+167,999$1,259,99314,117,420 total(indirect: CORPORATE STRUCTURE)
  • Exercise of In-Money

    STOCK OPTION (RIGHT TO BUY)

    2010-06-2510 total(indirect: CORPORATE STRUCTURE)
    Exercise: $7.50From: 2010-06-14Exp: 2010-06-30COMMON 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.

Documents

1 file

Issuer

NORTH AMERICAN GALVANIZING & COATINGS INC

CIK 0000055805

Entity typeoperating
IncorporatedDE

Related Parties

1
  • filerCIK 0000055805

Filing Metadata

Form type
4
Filed
Jun 30, 8:00 PM ET
Accepted
Jul 1, 4:10 PM ET
Size
11.1 KB