4//SEC Filing
Cox Christopher T 4
Accession 0001144204-18-064479
CIK 0000792130other
Filed
Dec 12, 7:00 PM ET
Accepted
Dec 13, 5:15 PM ET
Size
11.3 KB
Accession
0001144204-18-064479
Insider Transaction Report
Form 4
DATAWATCH CORPDWCH
Cox Christopher T
Director
Transactions
- Disposition from Tender
Common Stock
2018-12-13−35,000→ 0 total(indirect: See Footnote) - Gift
Common Stock
2018-11-20−31,000→ 310,570 total - Disposition from Tender
Common Stock
2018-12-13−298,069→ 12,501 total - Disposition to Issuer
Common Stock
2018-12-13−12,501→ 0 total
Footnotes (5)
- [F1]Reflects the pro rata distribution for no additional consideration from WC Capital, LLC, of which Mr. Cox is managing member, exempt pursuant to Rule 16a-13.
- [F2]Pursuant to the terms of the Agreement and Plan of Merger (the "Merger Agreement"), dated as of November 5, 2018, by and among Datawatch Corporation, a Delaware corporation (the "Company"), Altair Engineering Inc., a Delaware corporation (the "Altair"), and Dallas Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Altair (the "Purchaser"), and the terms of the Tender and Support Agreement, dated as of November 5, 2018, by and among Altair, Purchaser and each stockholder of the Company listed on Annex I of the Tender and Support Agreement, the reporting person disposed of these shares of the Company's Common Stock in the tender offer launched by Purchaser
- [F3]Pursuant to the terms of restricted stock unit ("RSU") grant agreements, the vesting of RSUs was accelerated in connection with the Merger and such RSUs became fully vested effective immediately prior to the effective time of the merger contemplated by the Merger Agreement (the "Merger"). Pursuant to the terms of the Merger Agreement, each such RSU was cancelled in the Merger and, in lieu of any issuance of shares in settlement of such RSU, converted into the right to receive a cash payment equal to $13.10 per share (without interest and less any applicable tax withholding).
- [F4]Pursuant to the terms of the Merger Agreement, these shares of the Company's Common Stock were disposed of in the tender offer launched by Purchaser.
- [F5]Mr. Cox's spouse is a trustee and a beneficiary of the trust that holds these securities. Mr. Cox is neither a trustee nor a beneficiary of the trust. Mr. Cox disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that Mr. Cox is the beneficial owner of the securities for purposes of Section 16 or for any other purposes.
Documents
Issuer
DATAWATCH CORP
CIK 0000792130
Entity typeother
Related Parties
1- filerCIK 0001557341
Filing Metadata
- Form type
- 4
- Filed
- Dec 12, 7:00 PM ET
- Accepted
- Dec 13, 5:15 PM ET
- Size
- 11.3 KB