Marquez Timothy 4
4 · Venoco, Inc. · Filed Oct 5, 2012
Insider Transaction Report
Form 4
Marquez Timothy
DirectorChief Executive Officer10% Owner
Transactions
- Disposition to Issuer
Common Stock
2012-10-03$12.50/sh−990,550$12,381,875→ 28,311,192 total - Other
Common Stock
2012-10-03$12.50/sh+29,187,553$364,844,413→ 28,312,192 total(indirect: See footnote)
Footnotes (3)
- [F1]Immediately prior to the effective time of the merger of a wholly owned subsidiary of Denver Parent Corporation ("Parent"), a corporation wholly owned by the reporting person, the issuer's Executive Chairman and former CEO (the "Merger"), each award of the issuer's restricted common stock was converted into an obligation of Parent to pay (or cause to be paid), and a right of the holder of restricted shares to receive with respect to each restricted share, the Merger consideration ($12.50 per share) at the time or times such restricted share would otherwise vest according to its terms in effect as of immediately prior to the effective time of the Merger, pursuant and subject to the terms of the Merger agreement.
- [F2]Represents the number of shares of the issuer's common stock that was previously held by the public deemed to be acquired by the reporting person pursuant to the terms of the Merger agreement; all such shares were cancelled as part of the Merger.
- [F3]The reporting person's holdings of 28,311,192 shares held by the Marquez Trust under the Trust Agreement dated February 26, 2002, as Amended April 22, 2010, for which Timothy Marquez and his wife Bernadette Marquez serve as trustees, and the 1,000 shares held by the reporting person, are now held by the reporting person through Parent.