4//SEC Filing
VIRGIN MEDIA INC. 4
Accession 0001140361-13-025092
CIK 0001270400operating
Filed
Jun 11, 8:00 PM ET
Accepted
Jun 12, 6:38 PM ET
Size
31.2 KB
Accession
0001140361-13-025092
Insider Transaction Report
Form 4
BUTTERY PAUL
CHIEF CUSTOMER & NETWORKS OFF.
Transactions
- Disposition to Issuer
Stock Option (Right to Buy)
2013-06-07−26,760→ 0 totalExercise: $24.36Exp: 2017-05-15→ Common Stock (26,760 underlying) - Disposition to Issuer
Stock Option (Right to Buy)
2013-06-07−10,770→ 0 totalExercise: $17.16Exp: 2020-01-06→ Common Stock (10,770 underlying) - Disposition to Issuer
Stock Option (Right to Buy)
2013-06-07−15,036→ 0 totalExercise: $39.39Exp: 2023-01-24→ Common Stock (15,036 underlying) - Disposition to Issuer
Stock Option (Right to Buy)
2013-06-07−24→ 0 totalExercise: $17.12Exp: 2023-01-08→ Common Stock (24 underlying) - Disposition to Issuer
Common Stock
2013-06-07−35,249→ 0 total - Disposition to Issuer
Stock Option (Right to Buy)
2013-06-07−23,070→ 0 totalExercise: $24.74Exp: 2016-07-05→ Common Stock (23,070 underlying) - Disposition to Issuer
Stock Option (Right to Buy)
2013-06-07−13,702→ 0 totalExercise: $8.73Exp: 2019-06-11→ Common Stock (13,702 underlying) - Disposition to Issuer
Stock Option (Right to Buy)
2013-06-07−20,677→ 0 totalExercise: $25.31Exp: 2021-01-27→ Common Stock (20,677 underlying) - Disposition to Issuer
Stock Option (Right to Buy)
2013-06-07−24,225→ 0 totalExercise: $24.34Exp: 2022-01-26→ Common Stock (24,225 underlying) - Disposition to Issuer
ShIP Partnership Shares
2013-06-07−100.49→ 0 total - Disposition to Issuer
Stock Option (Right to Buy)
2013-06-07−80,000→ 0 totalExercise: $28.59Exp: 2017-07-11→ Common Stock (80,000 underlying)
Footnotes (9)
- [F1]Disposed of in exchange for shares of a new parent company, Liberty Global plc ("LG plc"), upon consummation of the combination of Virgin Media Inc. ("Virgin Media") and Liberty Global Inc. under LG plc (the "Merger") pursuant to that certain agreement and plan of merger dated as of February 5, 2013, as amended (the "Merger Agreement"), at an exchange rate of one share of common stock of Virgin Media for 0.2582 of a Class A LG plc ordinary share and 0.1928 of a Class C LG plc ordinary share and $17.50 in cash.
- [F2]The Virgin Media shares underlying these Share Incentive Plan Partnership Shares were exchanged for shares of LG plc upon consummation of the Merger pursuant to the Merger Agreement, at an exchange rate of one share of common stock of Virgin Media for 0.2582 of a Class A LG plc ordinary share and 0.1928 of a Class C LG plc ordinary share and $17.50 in cash.
- [F3]The option had become fully exercisable prior to the Merger and was exchanged upon the Merger for two options, the first exercisable for 0.4123 of a Class A LG plc ordinary share and the second exercisable for 0.3077 of a Class C LG plc ordinary share, in each case multiplied by the number of Virgin Media shares of common stock for which the Virgin Media option was exercisable. The exercise price of such converted options was adjusted accordingly.
- [F4]This option was subject to accelerated vesting in connection with the Merger and was exchanged upon the Merger for two options, the first exercisable for 0.4123 of a Class A LG plc ordinary share and the second exercisable for 0.3077 of a Class C LG plc ordinary share, in each case multiplied by the number of Virgin Media shares of common stock for which the Virgin Media option was exercisable. The exercise price of the converted options was also adjusted accordingly. Vesting and settlement of such converted awards will accelerate if the Reporting Person is subject to an involuntary termination of employment (as described in the Merger Agreement) on or prior to December 31, 2014.
- [F5]This option, which will be exercisable as to 5,385 option awards on January 1, 2014 and 5,385 option awards on January 1, 2015, was exchanged upon the Merger for two options, the first exercisable for 0.4123 of a Class A LG plc ordinary share and the second exercisable for 0.3077 of a Class C LG plc ordinary share, in each case multiplied by the number of Virgin Media shares of common stock for which the Virgin Media option was exercisable. The exercise price of the converted options was also adjusted accordingly. Vesting and settlement of such converted awards will accelerate if the Reporting Person is subject to an involuntary termination of employment (as described in the Merger Agreement) on or prior to December 31, 2014.
- [F6]This option, which was exercisable as to 40% of the shares on January 1, 2013 and will be exercisable as to an additional 20% on each January 1 thereafter until fully vested, was exchanged upon the Merger for two options, the first exercisable for 0.4123 of a Class A LG plc ordinary share and the second exercisable for 0.3077 of a Class C LG plc ordinary share, in each case multiplied by the number of Virgin Media shares of common stock for which the Virgin Media option was exercisable. The exercise price of the converted options was adjusted accordingly. Vesting and settlement of such converted awards will accelerate if the Reporting Person is subject to an involuntary termination of employment (as described in the Merger Agreement) on or prior to December 31, 2014.
- [F7]This option, which was exercisable as to 20% of the shares on January 1, 2013 and will be exercisable as to an additional 20% on each January 1 thereafter until fully vested, was exchanged upon the Merger for two options, the first exercisable for 0.4123 of a Class A LG plc ordinary share and the second exercisable for 0.3077 of a Class C LG plc ordinary share, in each case multiplied by the number of Virgin Media shares of common stock for which the Virgin Media option was exercisable. The exercise price of the converted options was adjusted accordingly. Vesting and settlement of such converted awards will accelerate if the Reporting Person is subject to an involuntary termination of employment (as described in the Merger Agreement) on or prior to December 31, 2014.
- [F8]This option, which will be exercisable in five equal installments beginning on January 1, 2014 and each January 1 thereafter until fully vested, was exchanged upon the Merger for two options, the first exercisable for 0.4123 of a Class A LG plc ordinary share and the second exercisable for 0.3077 of a Class C LG plc ordinary share, in each case multiplied by the number of Virgin Media shares of common stock for which the Virgin Media option was exercisable. The exercise price of the converted options was also adjusted accordingly.
- [F9]This option, which will vest on January 1, 2015, was granted under Virgin Media's UK tax-qualified Company Share Option Plan ("CSOP") and was exchanged upon the Merger for an option to acquire LG plc Class A ordinary shares and LG plc Class C ordinary shares. The exercise price of the converted options was adjusted accordingly.
Documents
Issuer
VIRGIN MEDIA INC.
CIK 0001270400
Entity typeoperating
IncorporatedDE
Related Parties
1- filerCIK 0001270400
Filing Metadata
- Form type
- 4
- Filed
- Jun 11, 8:00 PM ET
- Accepted
- Jun 12, 6:38 PM ET
- Size
- 31.2 KB