4//SEC Filing
Rodriguez Michael R 4
Accession 0001179110-10-018106
CIK 0001038223other
Filed
Dec 22, 7:00 PM ET
Accepted
Dec 23, 2:09 PM ET
Size
8.5 KB
Accession
0001179110-10-018106
Insider Transaction Report
Form 4
CLARIENT, INCCLRT
Rodriguez Michael R
Senior V.P. & CFO
Transactions
- Disposition to Issuer
Clarient, Inc. common stock
2010-12-22$5.00/sh−40,000$200,000→ 0 total - Disposition to Issuer
Clarient, Inc. stock option (right to buy)
2010-12-22$2.56/sh+300,000$768,000→ 0 totalExercise: $2.44Exp: 2019-12-07→ common stock (300,000 underlying)
Footnotes (3)
- [F1]Represents restricted shares of common stock which vested in full upon the completion of the merger of Crane Merger Sub, Inc. ("Crane"), an indirect wholly owned subsidiary of General Electric Company ("GE"), with and into the Issuer on December 22, 2010. Each restricted share of common stock was converted into the right to receive $5.00, without interest and less any required withholding taxes.
- [F2]This option to purchase shares of the Issuer's common stock ("Issuer Shares") became 100% vested and exercisable due to a change in control of the Issuer effected through the completion of a tender offer by Crane, an indirect wholly owned subsidiary of GE, effective as of December 22, 2010.
- [F3](continued from Footnote 2) As a result of the completion of the tender offer, this option was deemed exercised and, at the effective time of the merger of Crane with and into the Issuer (with the Issuer surviving as an indirect, wholly owned subsidiary of GE), the option was terminated and converted into the right to receive an amount in cash (subject to any applicable withholding or other taxes required by applicable law to be withheld) equal to the product of (A) the total number of Issuer Shares deemed to be issued upon the deemed exercise of such option and (B) the excess, if any, of $5.00 over the exercise price per Issuer Share previously subject to such option.
Documents
Issuer
CLARIENT, INC
CIK 0001038223
Entity typeother
Related Parties
1- filerCIK 0001300550
Filing Metadata
- Form type
- 4
- Filed
- Dec 22, 7:00 PM ET
- Accepted
- Dec 23, 2:09 PM ET
- Size
- 8.5 KB