OPENTABLE INC 4

4 · OPENTABLE INC · Filed Jul 28, 2014

Form 4

Period: 2014-07-24

Director

Transactions

Disposition from Tender
Common Stock
2014-07-24$103.00/sh−11,664$1,201,392→ 0 total(indirect: By Trust)
Disposition to Issuer
Stock Option
2014-07-24$31.87/sh−10,800$344,196→ 0 total
Exercise: $71.13From: 2014-07-24Exp: 2024-06-10→ Common Stock (10,800 underlying)
Disposition to Issuer
Stock Option
2014-07-24$22.30/sh−10,800$240,840→ 0 total
Exercise: $80.70From: 2012-06-07Exp: 2021-06-06→ Common Stock (10,800 underlying)
Disposition to Issuer
Stock Option
2014-07-24$38.74/sh−10,800$418,392→ 0 total
Exercise: $64.26From: 2014-06-05Exp: 2023-06-04→ Common Stock (10,800 underlying)
Disposition to Issuer
Stock Option
2014-07-24$95.25/sh−32,000$3,048,000→ 0 total
Exercise: $7.75From: 2008-03-12Exp: 2018-03-26→ Common Stock (32,000 underlying)
Disposition to Issuer
Stock Option
2014-07-24$60.16/sh−10,800$649,728→ 0 total
Exercise: $42.84From: 2011-06-22Exp: 2020-06-21→ Common Stock (10,800 underlying)
Disposition to Issuer
Stock Option
2014-07-24$63.05/sh−10,800$680,940→ 0 total
Exercise: $39.95From: 2013-06-07Exp: 2022-06-06→ Common Stock (10,800 underlying)

Footnotes (4)

[F1]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 of the options), payable without interest and less any required withholding taxes.
[F2]On June 11, 2014, the issuer granted Mr. Meyer 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 vested in full and became exercisable immediately prior to the Merger pursuant to the Plan.
[F3]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.
[F4]These shares were held by the Daniel H. Meyer Investment Trust.

Documents

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