4//SEC Filing
Gallagher James Lawrence 4
Accession 0001140361-21-016282
CIK 0001724670other
Filed
May 5, 8:00 PM ET
Accepted
May 6, 6:18 PM ET
Size
11.7 KB
Accession
0001140361-21-016282
Insider Transaction Report
Form 4
Perspecta Inc.PRSP
Gallagher James Lawrence
General Counsel & Secretary
Transactions
- Disposition to Issuer
Common Stock
2021-05-06−85,822→ 0 total - Award
Common Stock
2021-05-06+45,134→ 85,822 total - Disposition to Issuer
Option (right to buy)
2021-05-06−4,736→ 0 totalExercise: $11.88→ Common Stock (4,736 underlying) - Disposition to Issuer
Option (right to buy)
2021-05-06−8,006→ 0 totalExercise: $16.62→ Common Stock (8,006 underlying)
Footnotes (3)
- [F1]Represents shares of common stock (each, a "Share"), par value $0.01 per share, of Perspecta Inc. (the "Company") that are subject to performance-based restricted stock units ("PSUs"). Pursuant to the Agreement and Plan of Merger (the "Merger Agreement"), among the Company, Jaguar ParentCo Inc. ("Parent") and Jaguar Merger Sub Inc. ("Merger Sub"), on May 6, 2021, Merger Sub merged with and into the Company, with the Company surviving the merger as a wholly owned subsidiary of Parent (the "Merger"). Pursuant to the Merger Agreement, each PSU outstanding immediately prior to the consummation of the Merger became fully vested, for each PSU granted in fiscal 2019, at maximum performance and, for any other PSU, at target performance, and was canceled and converted into the right to receive, for each Share subject to such then-vested PSU, $29.35 in cash without interest and less any applicable tax withholdings.
- [F2]Pursuant to the Merger Agreement, at the effective time of the Merger, each Share was canceled and converted into the right to receive $29.35 in cash without interest and less any applicable tax withholdings.
- [F3]Pursuant to the Merger Agreement, each option outstanding immediately prior to the consummation of the Merger, whether then unvested or vested, by virtue of the Merger and without any action by the holder, was canceled and converted into only the right to receive an amount in cash, without interest and less any applicable tax withholdings, equal to the product of (x) the number of Shares issuable under such option and (y) the excess, if any, of (i) $29.35 over (ii) the exercise price payable in respect of each Share issuable under such option (the "Option Consideration"); provided, however, that the Option Consideration for each option with an exercise price equal to or greater than $29.35 was $0.
Documents
Issuer
Perspecta Inc.
CIK 0001724670
Entity typeother
Related Parties
1- filerCIK 0001742409
Filing Metadata
- Form type
- 4
- Filed
- May 5, 8:00 PM ET
- Accepted
- May 6, 6:18 PM ET
- Size
- 11.7 KB