4//SEC Filing
NV ENERGY, INC. 4
Accession 0001140361-13-047108
CIK 0000741508operating
Filed
Dec 18, 7:00 PM ET
Accepted
Dec 19, 7:35 PM ET
Size
16.0 KB
Accession
0001140361-13-047108
Insider Transaction Report
Form 4
YACKIRA MICHAEL W
President & CEO
Transactions
- Disposition to Issuer
Common Stock
2013-12-19$23.75/sh−257,285.027$6,110,519→ 0 total - Disposition to Issuer
Restricted Stock Units
2013-12-19$23.75/sh−119,933.15$2,848,412→ 0 totalExercise: $23.75→ Common Stock (119,933.15 underlying) - Disposition to Issuer
Stock Options
2013-12-19$5.76/sh−38,356$220,931→ 0 totalExercise: $17.99From: 2013-12-19Exp: 2017-02-16→ Common Stock (38,356 underlying) - Disposition to Issuer
Stock Options
2013-12-19$5.12/sh−200,000$1,024,000→ 0 totalExercise: $18.63From: 2013-12-19Exp: 2017-05-10→ Common Stock (200,000 underlying)
Footnotes (4)
- [F1]Disposed of pursuant to Agreement and Plan of Merger dated May 29, 2013 (the "Merger Agreement") among MidAmerican Energy Holdings Company, Silver Merger Sub, Inc. and NV Energy, Inc. ("NVE"), which provides for a cash payment of $23.75 per share of NVE Common Stock. Disposition of shares in merger was approved by NVE Board of Directors and is exempt under Rule 16b-3(e). Total includes shares acquired in NVE's Employee Stock Purchase Plan (801.027 on 5/31/2013 and 621.787 on 11/29/2013); and an increase of 18.789 shares as of 11/30/2013, held in the NVE 401K Plan. Both are "tax conditioned" plans within the meaning of Rule 16b-3(c). This total also includes 110.791 shares acquired from dividends reinvested on 9/18/2013, pursuant to NVE's dividend reinvestment plan that meets exemption requirements of Rule 16a-11.
- [F2]Disposed of pursuant to the Merger Agreement, which provides that all outstanding Restricted Stock Units ("RSUs") shall become fully vested and be cancelled at the effective time of the merger and that each holder of RSUs shall receive cash in an amount equal to $23.75 times the number of RSUs held immediately prior to the effective time. Disposition of the RSUs in the merger was approved by NVE's Board of Directors and is exempt under Rule 16b-3(e). Total includes 9,933.15 shares representing dividend equivalent rights which were exempt from prior reporting due to the fact that NVE has maintained a dividend reinvestment plan that meets the requirements for the reporting exemption provided by Rule 16a-11.
- [F3]Disposed of pursuant to the Merger Agreement, which provides that all outstanding options to purchase NVE Common Stock ("Stock Options") shall become fully vested and be cancelled at the effective time of the merger and that each holder of Stock Options shall receive cash in an amount equal to the total number of shares subject to such cancelled Stock Options times an amount equal to the excess, if any, of $23.75 over the exercise price per share of such cancelled Stock Options. Disposition of the Stock Options in the merger was approved by NVE's Board of Directors and is exempt under Rule 16b-3(e).
- [F4]Total includes 19.705 shares acquired by the reporting person's current spouse since 2/7/2013 from dividend reinvestment pursuant to NVE's dividend reinvestment plan that meets the exemption requirements of Rule 16a-11. The total also reflects a transfer of 26,514 shares on 2/28/2013 from the NVE Employee Stock Purchase Plan to a former spouse pursuant to a domestic relations order exempt under Rule 16a-12.
Documents
Issuer
NV ENERGY, INC.
CIK 0000741508
Entity typeoperating
IncorporatedNV
Related Parties
1- filerCIK 0000741508
Filing Metadata
- Form type
- 4
- Filed
- Dec 18, 7:00 PM ET
- Accepted
- Dec 19, 7:35 PM ET
- Size
- 16.0 KB