O'Bryan John R 4
4 · American Railcar Industries, Inc. · Filed Dec 6, 2018
Insider Transaction Report
Form 4
O'Bryan John R
SVP, Chief Commercial Officer
Transactions
- Disposition to Issuer
Stock Appreciation Right
2018-12-05−46,181→ 0 totalExercise: $38.28Exp: 2025-03-16→ Common Stock (46,181 underlying) - Disposition to Issuer
Stock Appreciation Right
2018-12-05−18,316→ 0 totalExercise: $35.99Exp: 2024-06-01→ Common Stock (18,316 underlying)
Footnotes (3)
- [F1]On December 5, 2018, the transactions contemplated by the Agreement and Plan of Merger (the "Merger Agreement"), dated as of October 22, 2018, by and between American Railcar Industries, Inc. ("ARI") and STL Parent Corp. were completed. Pursuant to the Merger Agreement, Merger Sub was merged with and into ARI, with ARI continuing as the surviving corporation after the merger. At the effective time of the merger, all of the stock appreciation rights held by Mr. O'Bryan were disposed of pursuant to the terms of the Merger Agreement.
- [F2]One-third of these stock appreciation rights were vested at the effective time of the merger and, pursuant to the terms of the Merger Agreement, were cancelled at the effective time in exchange for the right to receive a lump sum cash payment calculated in accordance with the terms of the Merger Agreement. The unvested portion was cancelled for no consideration or payment.
- [F3]All of these stock appreciation rights were unvested at the effective time of the merger and, pursuant to the terms of the Merger Agreement, were cancelled for no consideration or payment.