ALEXANDERS J CORP 4
4 · ALEXANDERS J CORP · Filed Sep 21, 2012
Insider Transaction Report
Form 4
DUNCAN E TOWNES
Director10% Owner
Transactions
- Disposition to Issuer
Stock Option (Right to Buy)
2012-09-19−1,000→ 0 totalExercise: $4.69From: 2010-07-23Exp: 2019-07-23→ Common Stock (1,000 underlying) - Disposition to Issuer
Stock Option (Right to Buy)
2012-09-19−1,000→ 0 totalExercise: $4.09From: 2011-08-18Exp: 2020-08-18→ Common Stock (1,000 underlying) - Disposition from Tender
Common Stock
2012-09-19$14.50/sh−4,800$69,600→ 0 total(indirect: By Spouse) - Disposition to Issuer
Stock Option (Right to Buy)
2012-09-19−1,000→ 0 totalExercise: $9.03From: 2006-07-26Exp: 2015-07-26→ Common Stock (1,000 underlying) - Disposition from Tender
Common Stock
2012-09-19$14.50/sh−177,046$2,567,167→ 0 total(indirect: See footnote) - Disposition to Issuer
Stock Option (Right to Buy)
2012-09-19−1,000→ 0 totalExercise: $7.61From: 2005-07-21Exp: 2014-07-21→ Common Stock (1,000 underlying) - Disposition to Issuer
Stock Option (Right to Buy)
2012-09-19−1,000→ 0 totalExercise: $13.33From: 2008-07-24Exp: 2017-07-24→ Common Stock (1,000 underlying) - Disposition to Issuer
Stock Option (Right to Buy)
2012-09-05−1,000→ 0 totalExercise: $5.50From: 2012-08-08Exp: 2021-08-08→ Common Stock (1,000 underlying) - Disposition from Tender
Common Stock
2012-09-19$14.50/sh−2,160$31,320→ 0 total(indirect: By Parent) - Disposition to Issuer
Stock Option (Right to Buy)
2012-09-19−1,000→ 0 totalExercise: $4.25From: 2004-07-22Exp: 2013-07-22→ Common Stock (1,000 underlying) - Disposition to Issuer
Stock Option (Right to Buy)
2012-09-19−1,000→ 0 totalExercise: $8.67From: 2007-07-25Exp: 2016-07-25→ Common Stock (1,000 underlying) - Disposition to Issuer
Stock Option (Right to Buy)
2012-09-19−1,000→ 0 totalExercise: $6.10From: 2009-07-24Exp: 2018-07-24→ Common Stock (1,000 underlying) - Disposition from Tender
Common Stock
2012-09-19$14.50/sh−6,208$90,016→ 0 total
Footnotes (2)
- [F1]The option was canceled pursuant to the terms of that certain Amended and Restated Agreement and Plan of Merger, dated July 30, 2012, by and among the Company, Fidelity National Financial, Inc., a Delaware corporation ("Fidelity"), and certain affiliates of Fidelity, as amended by the First Amendment, dated September 5, 2012, (the "Merger Agreement") on September 19, 2012, following the completion of the tender offer (the "Tender Offer") commenced by New Athena Merger Sub, Inc., a Tennessee corporation and an indirect, wholly owned subsidiary of Fidelity. The option was canceled pursuant to the Merger Agreement in exchange for a cash payment equal to the difference between the offer price in the Tender Offer ($14.50) and the exercise price per option, less any required withholding taxes.
- [F2]Represents the shares held directly by Solidus Company, L.P. ("Solidus"), and Tennessee limited partnership. Mr. Duncan is the Chief Executive Officer of Solidus General Partner, LLC, which is the general partner of Solidus. Mr. Duncan disclaims beneficial ownership of any such shares that to not reflect his proportionate interest in Solidus.