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4//SEC Filing

CITY NATIONAL CORP 4

Accession 0001179110-15-014419

CIK 0000201461operating
View on SEC.govCompany Profile

Filed

Nov 2, 7:00 PM ET

Accepted

Nov 3, 9:43 PM ET

Size

36.0 KB

Accession

0001179110-15-014419

Insider Transaction Report

Form 4
Period: 2015-11-02
CITY NATIONAL CORPCYN
CAHILL MICHAEL B
EVP, General Counsel, Sect.
Transactions
  • Disposition to Issuer

    Stock Option (Right to Buy)

    2015-11-02−12,166→ 0 total
    Exercise: $54.88Exp: 2018-02-26→ Common Stock (12,166 underlying)
  • Disposition to Issuer

    Cash Settled Restricted Stock Units

    2015-11-02−804→ 0 total
    Exercise: $0.00→ Common Shares (804 underlying)
  • Disposition to Issuer

    Stock Option (Right to Buy)

    2015-11-02−11,503→ 0 total
    Exercise: $55.73Exp: 2023-02-26→ Common Shares (11,503 underlying)
  • Disposition to Issuer

    Common Stock

    2015-11-02−1,658→ 0 total
  • Disposition to Issuer

    Stock Option (Right to Buy)

    2015-11-02−6,250→ 0 total
    Exercise: $76.94Exp: 2016-04-02→ Common Stock (6,250 underlying)
  • Disposition to Issuer

    Stock Option (Right to Buy)

    2015-11-02−6,432→ 0 total
    Exercise: $90.48Exp: 2025-02-25→ Common Stock (6,432 underlying)
  • Disposition to Issuer

    Common Stock

    2015-11-02−25,516→ 0 total
  • Disposition to Issuer

    Stock Option (Right to Buy)

    2015-11-02−8,324→ 0 total
    Exercise: $74.79Exp: 2017-02-19→ Common Stock (8,324 underlying)
  • Disposition to Issuer

    Stock Option (Right to Buy)

    2015-11-02−8,849→ 0 total
    Exercise: $23.68Exp: 2019-03-05→ Common Stock (8,849 underlying)
  • Disposition to Issuer

    Stock Option (Right to Buy)

    2015-11-02−13,905→ 0 total
    Exercise: $50.17Exp: 2020-03-03→ Common Stock (13,905 underlying)
  • Disposition to Issuer

    Restricted Stock Unit

    2015-11-02−16,423→ 0 total
    Exercise: $0.00→ Common shares (16,423 underlying)
  • Disposition to Issuer

    Stock Option (Right to Buy)

    2015-11-02−7,858→ 0 total
    Exercise: $60.89Exp: 2021-02-15→ Common Stock (7,858 underlying)
  • Disposition to Issuer

    Stock Option (Right to Buy)

    2015-11-02−12,469→ 0 total
    Exercise: $46.66Exp: 2022-02-21→ Common Stock (12,469 underlying)
  • Disposition to Issuer

    Cash Settled Restricted Stock Units

    2015-11-02−1,010→ 0 total
    Exercise: $0.00→ Common Shares (1,010 underlying)
  • Disposition to Issuer

    Stock Option (Right to Buy)

    2015-11-02−7,813→ 0 total
    Exercise: $73.52Exp: 2024-02-25→ Common Stock (7,813 underlying)
Footnotes (10)
  • [F1]On November 2, 2015, Royal Bank of Canada (RBC) completed the previously announced merger of City National Corporation (City National) with and into RBC USA Holdco Corporation, a wholly owned subsidiary of RBC (Holdco), pursuant to the Agreement and Plan of Merger, dated January 22, 2015, by and among City National, RBC and Holdco (Merger Agreement). In accordance with the terms of the Merger Agreement, at the effective time of the merger each share of City National common stock outstanding immediately prior to the effective time of the merger, was converted into the right to receive the merger consideration. Each award of restricted shares of City National common stock granted prior to January 22, 2015 that was outstanding immediately prior to the effective time of the merger fully vested and was cancelled and converted automatically into the right to receive the merger consideration.
  • [F10]In accordance with the terms of the Merger Agreement, at the effective time of the merger, each City National stock option granted after January 22, 2015 that was outstanding immediately prior to the effective time of the merger was converted automatically into an option to purchase RBC common shares on the terms specified in the Merger Agreement.
  • [F2]Includes 1,260 shares of City National common stock held by Reporting Person in the City National Corporation Profit Sharing Plan as of October 31, 2015.
  • [F3]In accordance with the terms of the Merger Agreement, at the effective time of the merger, each award of restricted shares of City National common stock granted after January 22, 2015 that was outstanding immediately prior to the effective time of the merger converted into a restricted stock award of RBC common shares on the terms specified in the Merger Agreement.
  • [F4]Stock options vest at the rate of 25% per year, on each of the first four anniversaries of the grant date.
  • [F5]In accordance with the terms of the Merger Agreement, at the effective time of the merger, each City National stock option granted prior to January 22, 2015 that was outstanding immediately prior to the effective time of the merger fully vested and was converted automatically into an option to purchase RBC common shares on the terms specified in the Merger Agreement.
  • [F6]Each restricted stock unit represented a contingent right to receive one share of City National common stock. This award provided for vesting of 50% five years after the grant date and 50% six years after the grant date. Vested restricted stock units convert and are distributed at least six months after termination of employment.
  • [F7]In accordance with the terms of the Merger Agreement, at the effective time of the merger, each City National restricted stock unit award granted prior to January 22, 2015 that was outstanding immediately prior to the effective time of the merger fully vested and was converted into a restricted stock unit award of RBC on the terms specified in the Merger Agreement.
  • [F8]Each cash settled restricted stock unit was valued upon vesting based on the value of the one share of City National common stock. Cash settled restricted stock units vest annually in four equal installments beginning on the second anniversary of the grant date and settle in cash on the vesting date.
  • [F9]In accordance with the terms of the Merger Agreement, at the effective time of the merger, each City National cash-settled restricted stock unit award granted prior to January 22, 2015 that was outstanding immediately prior to the effective time of the merger fully vested and was converted into the right to receive the per share cash consideration on the terms specified in the Merger Agreement.

Documents

1 file

Issuer

CITY NATIONAL CORP

CIK 0000201461

→
Entity typeoperating
IncorporatedDE

Related Parties

1
  • filerCIK 0000201461

Filing Metadata

Form type
4
Filed
Nov 2, 7:00 PM ET
Accepted
Nov 3, 9:43 PM ET
Size
36.0 KB
View on SEC.gov