HEARTLAND PAYMENT SYSTEMS INC 4

Accession 0001144354-15-000118

CIK 0001144354operating

View on SEC.gov Company Profile

Filed

Dec 29, 7:00 PM ET

Accepted

Dec 30, 6:48 PM ET

Size

19.0 KB

Accession

0001144354-15-000118

Insider Transaction Report

Form 4

Period: 2015-12-22

HEARTLAND PAYMENT SYSTEMS INCHPY

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 total
Exp: 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 total
Exp: 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.

Documents

1 file

4
wf-form4_145151929917889.xmlPrimary
FORM 4

Issuer

HEARTLAND PAYMENT SYSTEMS INC

CIK 0001144354

→

Entity typeoperating

IncorporatedDE

Related Parties

filerCIK 0001144354

Filing Metadata

Form type: 4
Filed: Dec 29, 7:00 PM ET
Accepted: Dec 30, 6:48 PM ET
Size: 19.0 KB

View on SEC.gov