4//SEC Filing
MORROW PETER H 4
Accession 0001181431-05-045140
CIK 0001061859other
Filed
Aug 7, 8:00 PM ET
Accepted
Aug 8, 12:43 PM ET
Size
8.1 KB
Accession
0001181431-05-045140
Insider Transaction Report
Form 4
OVERNITE CORPOVNT
MORROW PETER H
Pres. & CEO - Motor Cargo Ind.
Transactions
- Disposition from Tender
Phantom Stock
2005-08-05−12,391→ 0 total→ Common Stock (12,391 underlying) - Disposition from Tender
Common Stock
2005-08-05$43.25/sh−2,020$87,365→ 0 total
Footnotes (2)
- [F1]Under the Agreement of Merger among United Parcel Service, Inc., Olympic Merger Sub, Inc and Overnite Corporation pursuant to which Olympic Merger Sub, Inc. was merged into Overnite Corporation (the "Merger"), each share of Overnite common stock, including each restricted share (whether vested or unvested), outstanding at the effective time of the Merger was converted into the right to receive $43.25 in cash.
- [F2]These phantom stock units were granted to the reporting person as a result of the deferral of all or part of the reporting person's incentive awards pursuant to the Overnite Corporation Executive Incentive Compensation and Deferral Plan. When granted, they were to vest three years after the grant date, and were payable only in shares of common stock in a distribution ratio of 1:1 upon the earlier of (a) termination or (b) a certain date elected by the reporting person. However, under the Agreement of Merger and pursuant to such plan, at the Merger these phantom stock units were cancelled in exchange for a cash payment determined by multiplying (1) $43.25 by (2) the number of phantom stock units credited to the reporting person (whether or not vested).
Documents
Issuer
OVERNITE CORP
CIK 0001061859
Entity typeother
Related Parties
1- filerCIK 0001286248
Filing Metadata
- Form type
- 4
- Filed
- Aug 7, 8:00 PM ET
- Accepted
- Aug 8, 12:43 PM ET
- Size
- 8.1 KB