4//SEC Filing
DYNEGY INC. 4
Accession 0001140361-12-042485
CIK 0001379895operating
Filed
Oct 1, 8:00 PM ET
Accepted
Oct 2, 5:03 PM ET
Size
18.0 KB
Accession
0001140361-12-042485
Insider Transaction Report
Form 4
DYNEGY INC.DYN
ELWARD THOMAS W
Director
Transactions
- Other
Common Stock
2012-10-01−5,000→ 0 total - Exercise/Conversion
Common Stock
2012-10-02+123,411.49→ 123,451.49 total - Award
Phantom Stock
2012-09-28+46,052.63→ 123,411.49 total→ Common Stock (46,052.63 underlying) - Other
Common Stock Warrants (Right to Buy)
2012-10-01+635→ 635 totalExercise: $40.00From: 2012-10-02Exp: 2017-10-02→ Common Stock (635 underlying) - Disposition to Issuer
Common Stock
2012-10-02$0.40/sh−123,411.49$49,365→ 41 total - Other
Common Stock
2012-10-01+41→ 41 total - Exercise/Conversion
Phantom Stock
2012-10-02−123,411.49→ 0 total→ Common Stock (123,411.49 underlying)
Footnotes (5)
- [F1]Each share of phantom stock was the economic equivalent of one share of Dynegy Inc. common stock. On October 2, 2012, 123,411.49 of the Reporting Person's shares of phantom stock held under the Dynegy Inc. Deferred Compensation Plan for Certain Directors, as amended, a Rule 16b-3 Plan with the issuer (the "Deferred Compensation Plan"), were settled for cash in accordance with the terms of the Deferred Compensation Plan after termination of service as a director.
- [F2]Pursuant to the Joint Chapter 11 Plan of Reorganization (the "Plan") for Dynegy Holdings, LLC and Dynegy Inc. (the "Company"), which was confirmed by the United States Bankruptcy Court for the Southern District of New York, Poughkeepsie Division on September 10, 2012 and became effective on October 1, 2012 (the "Effective Date"), (i) all outstanding shares of capital stock and other equity rights, including shares of common stock, employee stock options, phantom stock awards and stock appreciation rights in the Company outstanding prior to the Effective Date, were cancelled, (ii) new shares of common stock of the reorganized Company ("New Common Stock") were issued to the former holders of common stock in the Company as of the Effective Date on an approximately 123-for-one basis, and (iii) warrants to purchase shares of New Common Stock were issued to the former holders of common stock in the Company as of the Effective Date under the Plan on an approximately 8-for-one basis.
- [F3]These shares are deemed to be phantom stock that are convertible on a one-for-one basis and payable solely in cash.
- [F4]Reflects shares of phantom stock issued to the Reporting Person pursuant to the Deferred Compensation Plan. The shares of phantom stock were issued in connection with the Reporting Person's director compensation for the third quarter of 2012, and the number of shares of phantom stock issued with respect to the quarter was calculated based on the closing stock price of the issuer's common stock of $.38 (rounded) on September 28, 2012, the last trading day of the quarter.
- [F5]Upon termination of the Reporting Person's service as a director, the shares of phantom stock become payable, at the election of the Reporting Person, in a lump sum payment or in monthly, quarterly or annual installment payments following such termination. The shares of phantom stock are payable in cash.
Documents
Issuer
DYNEGY INC.
CIK 0001379895
Entity typeoperating
IncorporatedDE
Related Parties
1- filerCIK 0001379895
Filing Metadata
- Form type
- 4
- Filed
- Oct 1, 8:00 PM ET
- Accepted
- Oct 2, 5:03 PM ET
- Size
- 18.0 KB