Home/Filings/4/0001179110-12-012298
4//SEC Filing

GEN PROBE INC 4

Accession 0001179110-12-012298

CIK 0000820237operating

Filed

Aug 1, 8:00 PM ET

Accepted

Aug 2, 4:40 PM ET

Size

25.3 KB

Accession

0001179110-12-012298

Insider Transaction Report

Form 4
Period: 2012-08-01
HULL CARL
DirectorPresident and CEO
Transactions
  • Disposition to Issuer

    Stock Option (Right to Buy)

    2012-08-01$21.93/sh35,000$767,5500 total
    Exercise: $60.82Exp: 2014-08-15Common Stock (35,000 underlying)
  • Disposition to Issuer

    Performance Stock Rights

    2012-08-0110,0010 total
    Exercise: $0.00Exp: 2014-02-10Common Stock (10,001 underlying)
  • Disposition to Issuer

    Common Stock

    2012-08-01$82.75/sh47,044$3,892,8910 total
  • Disposition to Issuer

    Stock Option (Right to Buy)

    2012-08-01$39.03/sh19,480$760,3040 total
    Exercise: $43.72Exp: 2016-05-18Common Stock (19,480 underlying)
  • Disposition to Issuer

    Stock Option (Right to Buy)

    2012-08-01110,0000 total
    Exercise: $69.22Exp: 2019-02-10Common Stock (110,000 underlying)
  • Disposition to Issuer

    Stock Option (Right to Buy)

    2012-08-01$22.60/sh37,500$847,5000 total
    Exercise: $60.15Exp: 2015-08-15Common Stock (37,500 underlying)
  • Disposition to Issuer

    Stock Option (Right to Buy)

    2012-08-01$18.95/sh112,500$2,131,8750 total
    Exercise: $63.80Exp: 2018-02-10Common Stock (112,500 underlying)
  • Disposition to Issuer

    Stock Option (Right to Buy)

    2012-08-01$35.33/sh62,188$2,197,1020 total
    Exercise: $47.42Exp: 2014-03-01Common Stock (62,188 underlying)
  • Disposition to Issuer

    Stock Option (Right to Buy)

    2012-08-01$40.09/sh105,000$4,209,4500 total
    Exercise: $42.66Exp: 2017-02-10Common Stock (105,000 underlying)
  • Disposition to Issuer

    Performance Stock Rights

    2012-08-0140,0000 total
    Exercise: $0.00Exp: 2015-02-10Common Stock (40,000 underlying)
Footnotes (6)
  • [F1]The amount reported includes an aggregate of 77 shares of common stock acquired under the Registrant's Employee Stock Purchase Plan since the Reporting Person last filed a Form 4 with the Securities and Exchange Commission.
  • [F2]This stock option was canceled pursuant to the Agreement and Plan of Merger, dated as of April 29, 2012, by and among the Registrant, Hologic, Inc. ("Hologic"), and Gold Acquisition Corp. (the "Merger Agreement"), in exchange for a payment in cash, without interest and less the amount of any required tax withholding, equal to the product of: (i) the excess of $82.75 (the per share merger consideration pursuant to the Merger Agreement) over the exercise price of the stock option; and (ii) the number of shares of common stock of the Registrant underlying the stock option.
  • [F3]25% of the shares subject to the stock option vest on February 10, 2013, and the remaining shares vest in equal monthly installments over the following three years.
  • [F4]Pursuant to the Merger Agreement, these options were assumed by Hologic and converted into options to acquire that number of shares of Hologic common stock which is equal to the number of shares of common stock of the Registrant subject to such options immediately prior to the merger multiplied by 4.51174963 with a per share exercise price equal to the quotient determined by dividing the per share exercise price of such options immediately prior to the merger by 4.51174963.
  • [F5]The performance stock rights were canceled pursuant to the Merger Agreement and converted into the right to receive a payment in cash, without interest and less the amount of any required tax withholding, equal to the product of: (i) $82.75 (the per share merger consideration pursuant to the Merger Agreement); and (ii) 15,001 (which amount equals 150% of the target number of shares of common stock of the Registrant underlying the performance stock rights).
  • [F6]The performance stock rights were canceled pursuant to the Merger Agreement and converted into the right to receive a payment in cash, without interest and less the amount of any required tax withholding, equal to the product of: (i) $82.75 (the per share merger consideration pursuant to the Merger Agreement); and (ii) 30,000 (which amount equals 150% of the target number of shares of common stock of the Registrant underlying the performance stock rights).

Issuer

GEN PROBE INC

CIK 0000820237

Entity typeoperating
IncorporatedDE

Related Parties

1
  • filerCIK 0000820237

Filing Metadata

Form type
4
Filed
Aug 1, 8:00 PM ET
Accepted
Aug 2, 4:40 PM ET
Size
25.3 KB