OPENTABLE INC·4

Jul 28, 6:05 PM ET

OPENTABLE INC 4

4 · OPENTABLE INC · Filed Jul 28, 2014

Insider Transaction Report

Form 4
Period: 2014-07-24
Transactions
  • Disposition to Issuer

    Stock Option

    2014-07-24$59.41/sh32,000$1,901,1200 total
    Exercise: $43.59From: 2014-07-24Exp: 2022-10-18Common Stock (32,000 underlying)
  • Disposition to Issuer

    Stock Option

    2014-07-24$38.74/sh10,800$418,3920 total
    Exercise: $64.26From: 2014-06-05Exp: 2023-06-04Common Stock (10,800 underlying)
  • Disposition to Issuer

    Stock Option

    2014-07-24$31.87/sh10,800$344,1960 total
    Exercise: $71.13From: 2014-07-24Exp: 2024-06-10Common Stock (10,800 underlying)
Footnotes (4)
  • [F1]On October 19, 2012, the issuer granted Mr. Hohman an option to purchase 32,000 shares of Common Stock in accordance with the terms of the OpenTable Independent Director Equity Comp Plan. The options automatically vest in full and become exercisable immediately prior to a Change in Control, as defined in the Plan.
  • [F2]On June 11, 2014, the issuer granted Mr. Battle an option to purchase 10,800 shares of Common Stock in accordance with the terms of the OpenTable Independent Director Equity Comp Plan. The options automatically vest in full and become exercisable immediately prior to a Change in Control, as defined in the Plan.
  • [F3]On July 24, 2014, The Priceline Group, Inc., a Delaware corporation, acquired the issuer pursuant to that certain merger agreement between issuer, The Priceline Group and Rhombus, a Delaware corporation and wholly owned subsidiary of The Priceline Group, dated as of June 12, 2014(the "Merger Agreement"). At the effective time of the Merger, each outstanding share of the issuer's common stock was converted into the right to receive $103.00 in cash (the "per-share merger consideration"). In addition, all outstanding vested options were canceled at the effective time of the Merger in exchange for a cash payment equal to the per-share merger consideration (less the exercise price in the case of options), payable without interest and less any required withholding taxes.
  • [F4]These Stock Options, were canceled at the effective time of the Merger in exchange for a cash payment equal to the per-share merger consideration, less the exercise price of the option.

Documents

1 file
  • 4
    edgar.xmlPrimary

    FORM 4 -