4//SEC Filing
X RITE INC 4
Accession 0001140361-12-026106
CIK 0000790818operating
Filed
May 16, 8:00 PM ET
Accepted
May 17, 4:59 PM ET
Size
24.1 KB
Accession
0001140361-12-026106
Insider Transaction Report
Form 4
X RITE INCXRIT
Transactions
- Disposition to Issuer
Stock Options (Right to Buy)
2012-05-15$0.98/sh−9,636$9,443→ 0 total(indirect: See footnote)Exercise: $4.57Exp: 2021-05-18→ Common Stock (9,636 underlying) - Disposition to Issuer
Common Stock
2012-05-15$5.55/sh−13,309,765$73,869,196→ 0 total - Disposition to Issuer
Common Stock
2012-05-15$5.55/sh−5,589$31,019→ 0 total(indirect: See footnote) - Disposition to Issuer
Stock Options (Right to Buy)
2012-05-15$2.41/sh−7,098$17,106→ 0 total(indirect: See footnote)Exercise: $3.14Exp: 2018-10-28→ Common Stock (7,098 underlying) - Disposition to Issuer
Stock Options (Right to Buy)
2012-05-15$2.06/sh−15,527$31,986→ 0 total(indirect: See footnote)Exercise: $3.49Exp: 2020-05-18→ Common Stock (15,527 underlying) - Disposition to Issuer
Stock Options (Right to Buy)
2012-05-15$4.34/sh−83,941$364,304→ 0 total(indirect: See footnote)Exercise: $1.21Exp: 2019-04-15→ Common Stock (83,941 underlying) - Disposition to Issuer
Stock Options (Right to Buy)
2012-05-15$3.58/sh−87,109$311,850→ 0 total(indirect: See footnote)Exercise: $1.97Exp: 2019-05-20→ Common Stock (87,109 underlying)
Sagard Capital Partners, L.P.
10% Owner
Transactions
- Disposition to Issuer
Stock Options (Right to Buy)
2012-05-15$2.41/sh−7,098$17,106→ 0 total(indirect: See footnote)Exercise: $3.14Exp: 2018-10-28→ Common Stock (7,098 underlying) - Disposition to Issuer
Stock Options (Right to Buy)
2012-05-15$0.98/sh−9,636$9,443→ 0 total(indirect: See footnote)Exercise: $4.57Exp: 2021-05-18→ Common Stock (9,636 underlying) - Disposition to Issuer
Common Stock
2012-05-15$5.55/sh−13,309,765$73,869,196→ 0 total - Disposition to Issuer
Stock Options (Right to Buy)
2012-05-15$2.06/sh−15,527$31,986→ 0 total(indirect: See footnote)Exercise: $3.49Exp: 2020-05-18→ Common Stock (15,527 underlying) - Disposition to Issuer
Stock Options (Right to Buy)
2012-05-15$4.34/sh−83,941$364,304→ 0 total(indirect: See footnote)Exercise: $1.21Exp: 2019-04-15→ Common Stock (83,941 underlying) - Disposition to Issuer
Common Stock
2012-05-15$5.55/sh−5,589$31,019→ 0 total(indirect: See footnote) - Disposition to Issuer
Stock Options (Right to Buy)
2012-05-15$3.58/sh−87,109$311,850→ 0 total(indirect: See footnote)Exercise: $1.97Exp: 2019-05-20→ Common Stock (87,109 underlying)
Sagard Capital Partners GP, Inc.
10% Owner
Transactions
- Disposition to Issuer
Stock Options (Right to Buy)
2012-05-15$0.98/sh−9,636$9,443→ 0 total(indirect: See footnote)Exercise: $4.57Exp: 2021-05-18→ Common Stock (9,636 underlying) - Disposition to Issuer
Stock Options (Right to Buy)
2012-05-15$4.34/sh−83,941$364,304→ 0 total(indirect: See footnote)Exercise: $1.21Exp: 2019-04-15→ Common Stock (83,941 underlying) - Disposition to Issuer
Stock Options (Right to Buy)
2012-05-15$2.06/sh−15,527$31,986→ 0 total(indirect: See footnote)Exercise: $3.49Exp: 2020-05-18→ Common Stock (15,527 underlying) - Disposition to Issuer
Stock Options (Right to Buy)
2012-05-15$3.58/sh−87,109$311,850→ 0 total(indirect: See footnote)Exercise: $1.97Exp: 2019-05-20→ Common Stock (87,109 underlying) - Disposition to Issuer
Common Stock
2012-05-15$5.55/sh−5,589$31,019→ 0 total(indirect: See footnote) - Disposition to Issuer
Common Stock
2012-05-15$5.55/sh−13,309,765$73,869,196→ 0 total - Disposition to Issuer
Stock Options (Right to Buy)
2012-05-15$2.41/sh−7,098$17,106→ 0 total(indirect: See footnote)Exercise: $3.14Exp: 2018-10-28→ Common Stock (7,098 underlying)
Footnotes (6)
- [F1]Pursuant to the Agreement and Plan of Merger, dated as of April 10, 2012, by and among X-Rite, Incorporated (the "Issuer"), Danaher Corporation, and Termessos Acquisition Corp. (the "Merger Agreement"), all shares of common stock were cancelled and exchanged for merger consideration of $5.55 per share in the merger.
- [F2]Consists of restricted stock granted pursuant to the X-Rite, Incorporated 2011 Omnibus Long Term Incentive Plan in consideration of Daniel M. Friedberg's service on the Board of Directors of the Issuer. The amount shown represents the registered ownership of the Issuer's securities by Daniel M. Friedberg, who holds the equity for the benefit of Sagard Management. Daniel M. Friedberg is the President and Chief Executive Officer of Sagard Management.
- [F3]The amount shown represents the beneficial ownership of the Issuer's securities by Sagard. Sagard Management and GP are indirect beneficial owners of the amount shown. Each of the Reporting Persons disclaims beneficial ownership (as defined in Rule 16a-1(a)(2)) of the securities reported herein except to the extent of its pecuniary interest therein, and this report shall not be deemed an admission that the Reporting Persons are the beneficial owners of the securities for purposes of Section 16 or for any other purpose.
- [F4]Pursuant to the Merger Agreement, this option vested in full and was cancelled in the merger in exchange for a cash amount equal to the number of shares underlying this option multiplied by the difference between the per share merger consideration of $5.55 and the per share exercise price of this option.
- [F5]Options granted pursuant to the X-Rite, Incorporated 2011 Omnibus Long Term Incentive Plan.
- [F6]These options are directly held by Daniel M. Friedberg, who holds them for the benefit of Sagard Management.
Documents
Issuer
X RITE INC
CIK 0000790818
Entity typeoperating
IncorporatedMI
Related Parties
1- filerCIK 0000790818
Filing Metadata
- Form type
- 4
- Filed
- May 16, 8:00 PM ET
- Accepted
- May 17, 4:59 PM ET
- Size
- 24.1 KB