HEARTLAND PAYMENT SYSTEMS INC 4

Accession 0001144354-16-000162

CIK 0001144354operating

View on SEC.gov Company Profile

Filed

Apr 25, 8:00 PM ET

Accepted

Apr 26, 8:57 PM ET

Size

36.4 KB

Accession

0001144354-16-000162

Insider Transaction Report

Form 4

Period: 2016-04-22

HEARTLAND PAYMENT SYSTEMS INCHPY

GILBERT DAVID L

President - Hospitality Group

Transactions

Disposition to Issuer
Restricted Stock Units
2016-04-22−841→ 0 total
Exp: 2023-12-06→ Common Stock (841 underlying)
Disposition to Issuer
Restricted Stock Units
2016-04-22−1,103→ 0 total
Exp: 2019-12-19→ Common Stock (1,103 underlying)
Disposition to Issuer
Restricted Stock Units
2016-04-22−6,724→ 0 total
Exp: 2023-12-06→ Common Stock (6,724 underlying)
Disposition to Issuer
Restricted Stock Units
2016-04-22−16,815→ 0 total
Exp: 2023-12-06→ Common Stock (16,815 underlying)
Award
Restricted Stock Units
2016-04-22+6,724→ 6,724 total
Exp: 2023-12-06→ Common Stock (6,724 underlying)
Award
Restricted Stock Units
2016-04-22+11,028→ 11,028 total
Exp: 2024-12-19→ Common Stock (11,028 underlying)
Award
Restricted Stock Units
2016-04-22+9,734→ 9,734 total
Exp: 2024-12-19→ Common Stock (9,734 underlying)
Disposition to Issuer
Common Stock
2016-04-22−37,275→ 0 total
Award
Restricted Stock Units
2016-04-22+16,815→ 16,815 total
Exp: 2023-12-06→ Common Stock (16,815 underlying)
Award
Restricted Stock Units
2016-04-22+6,950→ 6,950 total
Exp: 2023-12-06→ Common Stock (6,950 underlying)
Disposition to Issuer
Restricted Stock Units
2016-04-22−6,950→ 0 total
Exp: 2023-12-06→ Common Stock (6,950 underlying)
Disposition to Issuer
Restricted Stock Units
2016-04-22−11,028→ 0 total
Exp: 2024-12-19→ Common Stock (11,028 underlying)
Disposition to Issuer
Restricted Stock Units
2016-04-22−9,734→ 0 total
Exp: 2024-12-19→ Common Stock (9,734 underlying)
Disposition to Issuer
Restricted Stock Units
2016-04-22−2,711→ 0 total
Exp: 2025-12-11→ Common Stock (2,711 underlying)

Footnotes (18)

[F1]In connection with the acquisition (the "Merger") of Heartland Payments Systems, Inc. ("Heartland") by Global Payments Inc. ("Global Payments"), pursuant to the Agreement and Plan of Merger, dated as of December 15, 2015, by and among Heartland, Global Payments, Data Merger Sub One, Inc. and Data Merger Sub Two, LLC, on April 22, 2016, the Reporting Person received $53.28 in cash and 0.6687 of a share of Global Payments common stock for each share of Heartland common stock owned by the Reporting Person.
[F10]These restricted stock units, which provided for vesting in four equal installments beginning on December 11, 2016, were cancelled in the Merger in exchange for 562 shares of Global Payments common stock and a cash payment of $44,837.06.
[F11]On December 19, 2014, the reporting person was granted a target of an aggregate of 4,411 performance restricted stock units. The performance restricted stock units vest based on the satisfaction of certain performance criteria by Heartland during the performance periods. In connection with the Merger, the performance restricted stock units were accelerated at the maximum payout, so the reporting person received an aggregate of 11,028 performance restricted share units.
[F12]These restricted stock units were cancelled in the merger in exchange for 7,374 shares of Global Payments common stock and a cash payment of $587,603.97.
[F13]On December 6, 2013, the reporting person was granted a target of an aggregate of 4,867 performance restricted stock units. The performance restricted stock units vest based on the satisfaction of certain performance criteria by Heartland during the performance periods. In connection with the Merger, the performance restricted stock units were accelerated at the maximum payout, so the reporting person received an aggregate of 9,734 performance restricted share units.
[F14]These restricted stock units were cancelled in the merger in exchange for 6,509 shares of Global Payments common stock and a cash payment of $518,637.06.
[F15]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.
[F16]These restricted stock units, which provided for vesting in four equal installments beginning on December 19, 2015, were cancelled in the Merger in exchange for 737 shares of Global Payments common stock and a cash payment of $58,811.54.
[F17]The restricted stock units vest in four equal annual installments beginning December 11, 2015. Vested shares will be delivered to the reporting person as soon as administratively practicable following the vesting of the restricted stock unit.
[F18]These restricted stock units, which provided for vesting in four equal installments beginning on December 11, 2016, were cancelled in the Merger in exchange for 1,812 shares of Global Payments common stock and a cash payment of $144,506.23.
[F2]Each restricted stock unit represents a contingent right to receive one share of Heartland's common stock.
[F3]On December 6, 2013, the reporting person was granted a target of an aggregate of 6,726 performance restricted stock units. The performance restricted stock units vest based on the satisfaction of certain performance criteria by Heartland during the performance periods. In connection with the Merger, the performance restricted stock units were accelerated at the maximum payout, so the reporting person received an aggregate of 16,815 performance restricted share units.
[F4]These restricted stock units were cancelled in the merger in exchange for 11,244 shares of Global Payments common stock and a cash payment of $859,917.65.
[F5]On December 6, 2013, the reporting person was granted a target of an aggregate of 3,362 performance restricted stock units. The performance restricted stock units vest based on the satisfaction of certain performance criteria by Heartland during the performance periods. In connection with the Merger, the performance restricted stock units were accelerated at the maximum payout, so the reporting person received an aggregate of 6,724 performance restricted share units.
[F6]These restricted stock units were cancelled in the merger in exchange for 4,496 shares of Global Payments common stock and a cash payment of $358,280.42.
[F7]On December 6, 2013, the reporting person was granted a target of an aggregate of 3,475 performance restricted stock units. The performance restricted stock units vest based on the satisfaction of certain performance criteria by Heartland during the performance periods. In connection with the Merger, the performance restricted stock units were accelerated at the maximum payout, so the reporting person received an aggregate of 6,950 performance restricted share units.
[F8]These restricted stock units were cancelled in the merger in exchange for 4,647 shares of Global Payments common stock and a cash payment of $370,331.27.
[F9]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.

Documents

1 file

4
wf-form4_146171866581101.xmlPrimary
FORM 4

Issuer

HEARTLAND PAYMENT SYSTEMS INC

CIK 0001144354

→

Entity typeoperating

IncorporatedDE

Related Parties

filerCIK 0001144354

Filing Metadata

Form type: 4
Filed: Apr 25, 8:00 PM ET
Accepted: Apr 26, 8:57 PM ET
Size: 36.4 KB

View on SEC.gov