NADAL MILES 4
4 · MDC PARTNERS INC · Filed Feb 15, 2012
Insider Transaction Report
Form 4
MDC PARTNERS INCMDCA
NADAL MILES
DirectorChairman, CEO and President
Transactions
- Award
Restricted Stock Units (Class A Shares)
2012-02-14+456,578→ 5,081,210 total
Holdings
- 2,083,333
Stock Appreciation Rights
Exercise: $3.72From: 2010-02-12Exp: 2014-02-12→ Class A Shares (2,083,333 underlying) - 900,000
Extraordinary Equity Value Appre. Restricted Stock Awards
Exp: 2013-12-31→ Restricted Stock Units (900,000 underlying)
Footnotes (4)
- [F1]Includes unvested Restricted Stock Units (Class A Shares) of the Issuer ("RSUs").
- [F2]All 456,578 RSUs awarded on February 14, 2012 will vest on the third anniversary of issuance, subject to accelerated vesting in 2013 and/or 2014 if the Issuer achieves specified financial performance targets in 2012 and 2013, subject to the Reporting Person's continued employment. Of such amount, 344,828 RSUs were awarded as an LTIP Equity Incentive pursuant to the Reporting Person's Management Services Agreement.
- [F3]A total of 2,083,333 Stock Appreciation Rights ("SARs") were granted February 12, 2009, all of which are vested as of January 20, 2012, and all such SARs expire on February 12, 2014. These SARs may be settled in cash or stock, at the discretion of the Issuer.
- [F4]These Extraordinary Equity Value Appreciation Restricted Stock Awards ("EVARs") granted under the Issuer's EVARs program (previously disclosed by the Issuer on Form 8-K dated January 26, 2011) represent the right to receive Restricted Stock Units on a one-to-one basis upon the Issuer's achievement of stock price targets equal to $20.00 (300,000 EVARs), $22.75 (300,000 EVARs) and $26.25 (300,000 EVARs), as described in greater detail in the EVAR Letter Agreement.