RESPONSYS INC 4
4 · RESPONSYS INC · Filed Feb 7, 2014
Insider Transaction Report
Form 4
RESPONSYS INCMKTG
HENRICH EDWARD A.
SVP, PROFESSIONAL SERVICES
Transactions
- Award
Performance Stock Units
2014-02-06+100,000→ 100,000 total→ Common Stock (100,000 underlying) - Disposition to Issuer
Performance Stock Units
2014-02-06−100,000→ 0 total→ Common Stock (100,000 underlying) - Disposition to Issuer
Restricted Stock Units
2014-02-06−30,000→ 0 total→ Common Stock (30,000 underlying) - Disposition from Tender
Common Stock
2014-02-06$27.00/sh−31,943$862,461→ 0 total - Disposition to Issuer
Employee Stock Option (Right to Buy)
2014-02-06−2,847→ 0 totalExercise: $1.40Exp: 2017-06-20→ Common Stock (2,847 underlying) - Disposition to Issuer
Employee Stock Option (Right to Buy)
2014-02-06−1,043→ 0 totalExercise: $3.08Exp: 2019-12-30→ Common Stock (1,043 underlying) - Disposition to Issuer
Employee Stock Option (right to buy)
2014-02-06−50,000→ 0 totalExercise: $7.40Exp: 2020-12-15→ Common Stock (50,000 underlying) - Disposition to Issuer
Employee Stock Option (right to buy)
2014-02-06−87,500→ 0 totalExercise: $9.25Exp: 2021-03-29→ Common Stock (87,500 underlying) - Disposition to Issuer
Employee Stock Option (right to buy)
2014-02-06−150,000→ 0 totalExercise: $15.23Exp: 2021-08-15→ Common Stock (150,000 underlying)
Footnotes (12)
- [F1]Disposed of pursuant to the closing on February 6, 2014 of a cash tender offer by Raptor Oak Acquisition Corporation, a Delaware corporation ("Purchaser"), which is a wholly-owned subsidiary of OC Acquisition LLC, a Delaware limited liability company ("Parent"), which is a wholly-owned subsidiary of Oracle Corporation, a Delaware Corporation ("Oracle").
- [F10]This option, which vests as to 25% of the total number of shares on December 15, 2011, and thereafter will vest as to 1/48th of the total number of shares on each monthly anniversary until 100% vested, was assumed by Oracle in the Merger and converted in accordance with the exchange ratio as set forth in the Merger Agreement.
- [F11]This option, which vests as to 25% of the total number of shares on March 29, 2012, and thereafter will vest as to 1/48th of the total number of shares on each monthly anniversary until 100% vested, was assumed by Oracle in the Merger and converted in accordance with the exchange ratio as set forth in the Merger Agreement.
- [F12]This option, which vests as to 20% of the total number of shares on March 12, 2013, and thereafter will vest as to 1/60th of the total number of shares on each monthly anniversary until 100% vested, was assumed by Oracle in the Merger and converted in accordance with the exchange ratio as set forth in the Merger Agreement.
- [F2]Includes 186 shares acquired under the Issuer's Employee Stock Purchase Plan on December 31, 2013.
- [F3]Disposed of pursuant to the Agreement and Plan of Merger, dated as of December 20, 2013 ("Merger Agreement"), by and among the Issuer, Purchaser, Parent, and Oracle (the "Merger").
- [F4]Each performance stock unit represents a contingent right to receive one share of the Issuer's common stock.
- [F5]The performance stock unit award, which was granted on February 15, 2013, was assumed by Oracle in the Merger and converted in accordance with the exchange ratio as set forth in the Merger Agreement.
- [F6]Each restricted stock unit represents a contingent right to receive one share of the Issuer's common stock.
- [F7]This restricted stock unit award, which vests as to 1/4th of the shares in equal annual installments commencing on March 1, 2013, was assumed by Oracle in the Merger and converted in accordance with the exchange ratio as set forth in the Merger Agreement.
- [F8]This option, which is 100% vested and immediately exercisable, was assumed by Oracle in the Merger and converted in accordance with the exchange ratio as set forth in the Merger Agreement.
- [F9]Immediately exercisable, subject to the issuer's right of repurchase which lapses as the shares vest.