DODGE BERGER A 4

Accession 0001140361-11-010095

CIK 0000098537other

Filed

Feb 15, 7:00 PM ET

Accepted

Feb 16, 11:36 AM ET

Size

25.1 KB

Accession

0001140361-11-010095

Form 4

Period: 2011-02-15

Chief Financial Officer

Transactions

Disposition to Issuer
Todd Restricted Stock Units
2011-02-15−1,080→ 0 total
Exercise: $0.00→ Common Stock (1,080 underlying)
Disposition to Issuer
Todd Stock Settled Appreciation Rights
2011-02-15$5.29/sh−3,000$15,870→ 0 total
Exercise: $16.98→ Common Stock (3,000 underlying)
Disposition to Issuer
Todd Shipyards Corp Common Stock
2011-02-15−8,380→ 0 total
Disposition to Issuer
Todd Stock Settled Appreciation Rights
2011-02-15$1.25/sh−3,000$3,750→ 0 total
Exercise: $21.02→ Common Stock (3,000 underlying)
Disposition to Issuer
Todd Stock Settled Appreciation Rights
2011-02-15$7.79/sh−3,000$23,370→ 0 total
Exercise: $14.48→ Common Stock (3,000 underlying)
Disposition to Issuer
Todd Stock Settled Appreciation Rights
2011-02-15$7.72/sh−3,000$23,160→ 0 total
Exercise: $14.55→ Common Stock (3,000 underlying)
Disposition to Issuer
Todd Restricted Stock Units
2011-02-15−1,600→ 0 total
Exercise: $0.00→ Common Stock (1,600 underlying)
Disposition to Issuer
Todd Restricted Stock Units
2011-02-15−1,440→ 0 total
Exercise: $0.00→ Common Stock (1,440 underlying)
Disposition to Issuer
Todd Restricted Stock Units
2011-02-15−1,800→ 0 total
Exercise: $0.00→ Common Stock (1,800 underlying)
Disposition to Issuer
Todd Restricted Stock Units
2011-02-15−600→ 0 total
Exercise: $0.00→ Common Stock (600 underlying)

Footnotes (3)

[F1]Disposed of in connection with the merger of the Issuer with Vigor Industrial LLC, effective February 15, 2011 (the "Merger"), pursuant to the Agreement and Plan of Merger, dated December 22, 2010 (the "Merger Agreement"), among the Issuer, Vigor Industrial LLC, and Nautical Miles, Inc., pursuant to which each issued and outstanding share of the Issuer's common stock owned immediately prior to the effective time of the Merger was exchanged for the right to receive $22.27 per share in cash, without interest and subject to any required withholding of taxes, less, in the case of stock options, the per share exercise price of the option.
[F2]Pursuant to the Merger Agreement, the SSARs were cancelled in connection with the Merger in exchange for a cash payment representing the amount equal to the number of shares of the Issuer's common stock underlying the SSARs, multiplied by the difference between the per share exercise price and the per share merger consideration of $22.27, without interest and subject to any required withholding of taxes.
[F3]Pursuant to the Merger Agreement, the RSUs vested in connection with the Merger and were cancelled and automatically converted into the right to receive $22.27 per underlying share of the Issuer's common stock in cash, without interest and subject to any required withholding of taxes.

Documents

1 file

TODD SHIPYARDS CORP

CIK 0000098537

Entity typeother