Home/Filings/4/0001179110-16-032405
4//SEC Filing

DTS, INC. 4

Accession 0001179110-16-032405

CIK 0001226308operating

Filed

Dec 4, 7:00 PM ET

Accepted

Dec 5, 5:30 PM ET

Size

34.7 KB

Accession

0001179110-16-032405

Insider Transaction Report

Form 4
Period: 2016-12-01
FLANIGAN MELVIN
Executive VP Finance & CFO
Transactions
  • Disposition to Issuer

    Common Stock

    2016-12-0114,1900 total
  • Disposition to Issuer

    Common Stock

    2016-12-01$42.50/sh38,317$1,628,47314,190 total
  • Disposition to Issuer

    Common Stock

    2016-12-0117,1420 total(indirect: By Trust)
  • Disposition to Issuer

    Stock Option (Right to Buy)

    2016-12-01$20.05/sh24,000$481,2000 total
    Exercise: $22.45Exp: 2018-02-19Common Stock (24,000 underlying)
  • Disposition to Issuer

    Stock Option (Right to Buy)

    2016-12-01$16.24/sh32,000$519,6800 total
    Exercise: $26.26Exp: 2020-02-18Common Stock (32,000 underlying)
  • Disposition to Issuer

    Stock Option (Right to Buy)

    2016-12-01$26.79/sh35,640$954,7960 total
    Exercise: $15.71Exp: 2019-02-17Common Stock (35,640 underlying)
  • Disposition to Issuer

    Stock Option (Right to Buy)

    2016-12-01$15.01/sh57,630$865,0260 total
    Exercise: $27.49Exp: 2022-02-15Common Stock (57,630 underlying)
  • Disposition to Issuer

    Performance-based Restricted Stock Units (Right to Buy)

    2016-12-01$42.50/sh9,880$419,9000 total
    Exercise: $27.68Exp: 2025-02-11Common Stock (9,880 underlying)
  • Disposition to Issuer

    Performance-based Restricted Stock Units (Right to Buy)

    2016-12-01$42.50/sh1,426$60,6050 total
    Exercise: $20.37Exp: 2024-03-13Common Stock (1,426 underlying)
  • Disposition to Issuer

    Performance-based Restricted Stock Units (Right to Buy)

    2016-12-01$42.50/sh14,190$603,0750 total
    Exercise: $22.04Exp: 2026-02-11Common Stock (14,190 underlying)
  • Disposition to Issuer

    Stock Option (Right to Buy)

    2016-12-01$18.51/sh16,000$296,1600 total
    Exercise: $23.99Exp: 2017-03-05Common Stock (16,000 underlying)
  • Disposition to Issuer

    Stock Option (Right to Buy)

    2016-12-0119,4800 total
    Exercise: $46.35Exp: 2021-02-15Common Stock (19,480 underlying)
  • Disposition to Issuer

    Stock Option (Right to Buy)

    2016-12-0140,0000 total
    Exercise: $20.48Exp: 2023-02-14Common Stock (40,000 underlying)
  • Disposition to Issuer

    Stock Option (Right to Buy)

    2016-12-0138,1600 total
    Exercise: $20.37Exp: 2024-03-13Common Stock (38,160 underlying)
Footnotes (20)
  • [F1]These shares include 731 and 281 shares acquired under the issuer's employee stock purchase plan on May 13, 2016 and November 14, 2016, respectively.
  • [F10]This option vests and becomes exercisable in four equal annual installments beginning on February 16, 2012.
  • [F11]This option was cancelled pursuant to the terms of the Merger Agreement, 19,480 options shall be assumed or substituted by Holdco and converted automatically upon the closing of the merger into options denominated in shares of common stock of Holdco.
  • [F12]This option vests and becomes exercisable in four equal annual installments beginning on February 15, 2013.
  • [F13]This option vests and becomes exercisable in four equal annual installments beginning on February 14, 2014.
  • [F14]Pursuant to the terms of the Merger Agreement, this option was cancelled and (i) 30,000 vested options were exchanged for a cash payment of 22.02 per option and (ii) 10,000 unvested options will be assumed or substituted by Holdco and converted into options denominated in shares of common stock of Holdco.
  • [F15]This option vests and becomes exercisable in four equal annual installments commencing on February 13, 2014.
  • [F16]Pursuant to the terms of the Merger Agreement, this option was cancelled and (i) 19,080 vested options were exchanged for a cash payment of 22.13 per option and (ii) 19,080 unvested options will be assumed or substituted by Holdco and converted into options denominated in shares of common stock of Holdco.
  • [F17]These performance-based vesting restricted stock units vests in two equal installments upon achievement of certain internal performance goals, with 50% units vesting on February 15, 2016 and the remaining 50% units vesting on February 15, 2017.
  • [F18]These performance-based restricted stock units were cancelled pursuant to the terms of the Merger Agreement and were exchanged for the Merger Consideration.
  • [F19]These performance-based vesting restricted stock units vests in two equal installments upon achievement of certain internal performance goals, with 50% of the units vesting on February 15, 2017 and the remaining units vesting on February 15, 2018.
  • [F2]Disposed of pursuant to the terms of the Agreement and Plan of Merger (the "Merger Agreement"), dated as of September 19, 2016, among the issuer, Tessera Technologies, Inc., Tempe Holdco Corporation ("Holdco"), Tempe Merger Sub Corporation and Arizona Merger Sub Corporation in exchange for $42.50 per share (the "Merger Consideration") upon the closing of the merger.
  • [F20]These performance-based vesting restricted stock units vests in two equal installments upon achievement of certain internal performance goals, with 50% units vesting on February 15, 2018 and the remaining 50% units vesting on February 15, 2019.
  • [F3]The unvested restricted stock units held by the reporting person were cancelled pursuant to the terms of the Merger Agreement and, as set forth in the Merger Agreement, shall be assumed or substituted by Holdco and converted automatically upon the closing of the merger into restricted stock units denominated in shares of common stock of Holdco.
  • [F4]The shares are held by the Flanigan Family Trust dated June 3, 2013, of which Mr. Flanigan is a trustee. Mr. Flanigan disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.
  • [F5]This option vests and becomes exercisable in four equal annual installments beginning on March 6, 2008.
  • [F6]This option was cancelled pursuant to the terms of the Merger Agreement, was exchanged for the right to receive a cash payment equal to the difference between the Merger Consideration and the option exercise price multiplied by the number of vested options.
  • [F7]This option vests and becomes exercisable in four equal annual installments beginning on February 15, 2009.
  • [F8]This option vests and becomes exercisable in four equal annual installments beginning on February 18, 2009.
  • [F9]This option vests and becomes exercisable in four equal installments commencing on the anniversary of February 18, 2010.

Issuer

DTS, INC.

CIK 0001226308

Entity typeoperating
IncorporatedDE

Related Parties

1
  • filerCIK 0001226308

Filing Metadata

Form type
4
Filed
Dec 4, 7:00 PM ET
Accepted
Dec 5, 5:30 PM ET
Size
34.7 KB