HEARTLAND PAYMENT SYSTEMS INC 4
4 · HEARTLAND PAYMENT SYSTEMS INC · Filed Dec 30, 2015
Insider Transaction Report
Form 4
Lawler Michael A
President - Strategic Markets
Transactions
- Other
Common Stock
2015-12-22+14,235→ 22,820 total - Other
Restricted Stock Unit
2015-12-22−1,401→ 1,402 totalExp: 2023-12-06→ Common Stock (1,401 underlying) - Other
Restricted Stock Unit
2015-12-22−1,507→ 10,545 total→ Common Stock (1,507 underlying) - Tax Payment
Common Stock
2015-12-22$95.72/sh−6,829$653,672→ 15,991 total - Other
Restricted Stock Units
2015-12-22−6,922→ 0 total→ Common Stock (6,922 underlying) - Other
Restricted Stock Units
2015-12-22−3,125→ 0 total→ Common Stock (3,125 underlying) - Other
Restricted Stock Unit
2015-12-22−919→ 1,838 totalExp: 2019-12-19→ Common Stock (919 underlying)
Footnotes (8)
- [F1]Heartland Payment Systems, Inc. (the "Issuer") entered into an Agreement and Plan of Merger dated as of December 15, 2015 (the "Merger Agreement") with Global Payments Inc., Data Merger Sub One, Inc. and Data Merger Sub Two, LLC. The reporting person is expected to be a "disqualified individual" for purposes of Section 280G of the Internal Revenue Code of 1986, as amended (the "Code"), and the Issuer's Board of Directors approved the acceleration of the vesting and settlement of certain equity awards held by the reporting person to December 22, 2015 for purposes of mitigating the effects of Sections 280G and 4999 of the Code in connection with the transactions contemplated by the Merger Agreement, including the vesting of 361 performance share units granted in December 2012.
- [F2]Each vested restricted stock unit was the economic equivalent of one share of the Issuer's common stock. The reporting person settled the vested restricted stock units for shares of the Issuer's common stock.
- [F3]Each restricted stock unit represents a contingent right to receive one share of the Issuer's Common Stock.
- [F4]The restricted stock units vest in four equal annual installments beginning April 26, 2013. Vested shares will be delivered to the reporting person as soon as administratively practicable following the vesting of the restricted stock unit.
- [F5]The restricted stock units vest in four equal installments beginning July 20, 2013. Vested shares will be delivered to the reporting person as soon as administratively practicable following the vesting of the restricted stock unit.
- [F6]The restricted stock units vest in four equal annual installments beginning December 6, 2014. Vested shares will be delivered to the reporting person as soon as administratively practicable following the vesting of the restricted stock unit.
- [F7]The restricted stock units vest in four equal annual installments beginning December 19, 2015. Vested shares will be delivered to the reporting person as soon as administratively practicable following the vesting of the restricted stock units.
- [F8]The restricted stock units vest in four equal annual installments beginning December 11, 2016. Vested shares will be delivered to the reporting person as soon as administratively practicable following the vesting of the restricted stock unit.