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4//SEC Filing

KEYNOTE SYSTEMS INC 4

Accession 0001140361-13-034082

CIK 0001032761operating

Filed

Aug 22, 8:00 PM ET

Accepted

Aug 23, 9:15 PM ET

Size

19.5 KB

Accession

0001140361-13-034082

Insider Transaction Report

Form 4
Period: 2013-08-22
Kaya Adil
Managing Director Keynote SIGO
Transactions
  • Disposition to Issuer

    Common Stock

    2013-08-22$20.00/sh6,048$120,9600 total
  • Disposition to Issuer

    Restricted Stock Units

    2013-08-22$20.00/sh15,000$300,0000 total
    Exercise: $0.00Common Stock (15,000 underlying)
  • Disposition to Issuer

    Restricted Stock Units

    2013-08-22$20.00/sh15,000$300,0000 total
    Exercise: $0.00Common Stock (15,000 underlying)
  • Disposition to Issuer

    Employee Stock Option (Right to Purchase)

    2013-08-22$8.39/sh12,500$104,8750 total
    Exercise: $11.61Exp: 2018-04-28Common Stock (12,500 underlying)
  • Award

    Performance Stock Units

    2013-08-22+18,00018,000 total
    Exercise: $0.00Common Stock (18,000 underlying)
  • Disposition to Issuer

    Performance Stock Units

    2013-08-22$20.00/sh18,000$360,0000 total
    Exercise: $0.00Common Stock (18,000 underlying)
Footnotes (5)
  • [F1]Disposed of pursuant to the Agreement and Plan of Merger, dated as of June 23, 2013, by and between the Issuer, Hawaii Merger Corp., a Delaware corporation ("Merger Sub"), and Hawaii Parent Corp., a Delaware corporation ("Parent"), pursuant to which Merger Sub merged with and into the Issuer, with the Issuer surviving as a wholly-owned subsidiary of Parent (the "Merger"). Parent is a company that is wholly-owned by affiliates of Thoma Bravo, LLC.
  • [F2]Includes 1,134 shares purchased through the Issuer's qualified Employee Stock Purchase Plan ("ESPP") on January 31, 2013 and 771 shares purchased through the ESPP on July 31, 2013.
  • [F3]The performance stock unit award, which was granted on November 2, 2012, became fully vested and was cancelled in the Merger and converted into the right to receive an amount in cash of $20.00 per performance stock unit.
  • [F4]The restricted stock unit award became fully vested and was cancelled in the Merger and converted into the right to receive an amount in cash of $20.00 per restricted stock unit.
  • [F5]The option, which was fully vested as of the filing of this Form 4, was cancelled in the Merger and converted into the right to receive an amount in cash equal to the product of (i) the aggregate number of outstanding shares subject to such option and (ii) the excess of $20.00 per share over the per share exercise price of such option.

Issuer

KEYNOTE SYSTEMS INC

CIK 0001032761

Entity typeoperating
IncorporatedDE

Related Parties

1
  • filerCIK 0001032761

Filing Metadata

Form type
4
Filed
Aug 22, 8:00 PM ET
Accepted
Aug 23, 9:15 PM ET
Size
19.5 KB