Holland E J Jr 4

Accession 0001181431-09-034417

CIK 0001350031other

View on SEC.gov Company Profile

Filed

Jul 5, 8:00 PM ET

Accepted

Jul 6, 6:19 PM ET

Size

52.4 KB

Accession

0001181431-09-034417

Insider Transaction Report

Form 4

Period: 2009-07-01

Embarq CORPEQ

Holland E J Jr

SVP-HR & Communications

Transactions

Disposition to Issuer
NQ Stock Option
2009-07-01−1,210→ 0 total
Exercise: $91.38Exp: 2010-01-24→ Common Stock (1,210 underlying)
Disposition to Issuer
NQ Stock Option
2009-07-01−3,552→ 0 total
Exercise: $33.08Exp: 2012-02-19→ Common Stock (3,552 underlying)
Disposition to Issuer
NQ Stock Option
2009-07-01−5,475→ 0 total
Exercise: $21.90Exp: 2013-03-27→ Common Stock (5,475 underlying)
Disposition to Issuer
NQ Stock Option
2009-07-01−5,825→ 0 total
Exercise: $33.34Exp: 2014-02-10→ Common Stock (5,825 underlying)
Disposition to Issuer
NQ Stock Option
2009-07-01−2,912→ 0 total
Exercise: $33.86Exp: 2014-02-10→ Common Stock (2,912 underlying)
Disposition to Issuer
NQ Stock Option
2009-07-01−6,142→ 0 total
Exercise: $45.20Exp: 2015-02-08→ Common Stock (6,142 underlying)
Disposition to Issuer
NQ Stock Option
2009-07-01−11,922→ 0 total
Exercise: $45.06Exp: 2016-02-07→ Common Stock (11,922 underlying)
Disposition to Issuer
Restricted Stock Units
2009-07-01−13,019→ 0 total
Exercise: $0.00→ Common Stock (13,019 underlying)
Disposition to Issuer
Restricted Stock Units
2009-07-01−2,962→ 0 total
Exercise: $0.00→ Common Stock (2,962 underlying)
Disposition to Issuer
NQ Stock Option
2009-07-01−1,345→ 0 total
Exercise: $91.38Exp: 2010-01-03→ Common Stock (1,345 underlying)
Disposition to Issuer
NQ Stock Option
2009-07-01−185→ 0 total
Exercise: $91.38Exp: 2010-02-08→ Common Stock (185 underlying)
Disposition to Issuer
NQ Stock Option
2009-07-01−5,529→ 0 total
Exercise: $91.38Exp: 2011-05-11→ Common Stock (5,529 underlying)
Disposition to Issuer
NQ Stock Option
2009-07-01−7,105→ 0 total
Exercise: $24.11Exp: 2012-02-19→ Common Stock (7,105 underlying)
Disposition to Issuer
Common Stock
2009-07-01−16,433→ 0 total
Disposition to Issuer
Restricted Stock Units
2009-07-01−7,847→ 0 total
Exercise: $0.00→ Common Stock (7,847 underlying)
Disposition to Issuer
NQ Stock Option
2009-07-01−2,737→ 0 total
Exercise: $16.08Exp: 2013-03-27→ Common Stock (2,737 underlying)
Disposition to Issuer
NQ Stock Option
2009-07-01−9,693→ 0 total
Exercise: $56.43Exp: 2017-02-22→ Common Stock (9,693 underlying)
Disposition to Issuer
NQ Stock Option
2009-07-01−16,596→ 0 total
Exercise: $41.94Exp: 2018-03-02→ Common Stock (16,596 underlying)
Disposition to Issuer
NQ Stock Option
2009-07-01−807→ 0 total
Exercise: $91.38Exp: 2010-08-07→ Common Stock (807 underlying)
Disposition to Issuer
NQ Stock Option
2009-07-01−2,192→ 0 total
Exercise: $21.88Exp: 2013-03-27→ Common Stock (2,192 underlying)
Disposition to Issuer
NQ Stock Option
2009-07-01−1,096→ 0 total
Exercise: $15.37Exp: 2013-03-27→ Common Stock (1,096 underlying)

Footnotes (21)

[F1]Exchanged for 22,512 shares of CenturyTel common stock plus cash in lieu of 1.210 shares.
[F10]This option, which is fully vested, was assumed by CenturyTel, Inc. in the merger and converted into an option to purchase 9,733 shares of CenturyTel common stock for $17.60 per share.
[F11]This option, which is fully vested, was assumed by CenturyTel, Inc. in the merger and converted into an option to purchase 4,865 shares of CenturyTel common stock for $24.15 per share.
[F12]This option, which is fully vested, was assumed by CenturyTel, Inc. in the merger and converted into an option to purchase 3,003 shares of CenturyTel common stock for $15.98 per share.
[F13]This option, which is fully vested, was assumed by CenturyTel, Inc. in the merger and converted into an option to purchase 7,500 shares of CenturyTel common stock for $15.99 per share.
[F14]This option, which is fully vested, was assumed by CenturyTel, Inc. in the merger and converted into an option to purchase 1,501 shares of CenturyTel common stock for $11.22 per share.
[F15]This option, which is fully vested, was assumed by CenturyTel, Inc. in the merger and converted into an option to purchase 3,749 shares of CenturyTel common stock for $11.74 per share.
[F16]This option, which is fully vested, was assumed by CenturyTel, Inc. in the merger and converted into an option to purchase 7,980 shares of CenturyTel common stock for $24.34 per share.
[F17]This option, which is fully vested, was assumed by CenturyTel, Inc. in the merger and converted into an option to purchase 3,989 shares of CenturyTel common stock for $24.72 per share.
[F18]This option, which is fully vested, was assumed by CenturyTel, Inc. in the merger and converted into an option to purchase 8,414 shares of CenturyTel common stock for $33.00 per share.
[F19]This option, which is fully vested, was assumed by CenturyTel, Inc. in the merger and converted into an option to purchase 16,333 shares of CenturyTel common stock for $32.90 per share.
[F2]This restricted stock unit award, which provided for vesting in 3 equal annual installments beginning February 27, 2010, was assumed by CenturyTel, Inc. in the merger and converted into a CenturyTel restricted stock unit award for 17,837 units with the same vesting schedule.
[F20]This option, which provided for vesting in 3 equal annual installments beginning on February 22, 2008, was assumed by CenturyTel, Inc. in the merger and converted into an option to purchase 13,279 shares of CenturyTel common stock for $41.19 per share with the same remaining vesting schedule.
[F21]This option, which provided for vesting in 3 equal annual installments beginning on March 2, 2009, was assumed by CenturyTel, Inc. in the merger and converted into an option to purchase 22,736 shares of CenturyTel common stock for $30.62 per share with the same remaining vesting schedule.
[F3]A performance adjustment to these RSUs was approved at the time of merger closing, based on certain Embarq performance metrics through July 1, 2009. The actual achievement of performance goals for this grant was 200%, which was prorated as provided for in the merger agreement. The unvested portion of this restricted stock unit award, which provided for vesting in two equal annual installments beginning February 22, 2009, was assumed by CenturyTel, Inc. in the merger and converted into a CenturyTel restricted stock unit award for 7,439 units with the same vesting schedule, but with no further performance adjustment.
[F4]A performance adjustment to these RSUs was approved at the time of merger closing, based on certain Embarq performance metrics through July 1, 2009. The actual achievement of performance goals for this grant was 138%, which was prorated as provided for in the merger agreement. The unvested portion of this restricted stock unit award, which provided for vesting in full on March 2, 2011, was assumed by CenturyTel, Inc. in the merger and converted into a CenturyTel restricted stock unit award for 12,793 units with the same vesting schedule, but with no further performance adjustment.
[F5]This option, which is fully vested, was assumed by CenturyTel, Inc. in the merger and converted into an option to purchase 1,842 shares of CenturyTel common stock for $66.71 per share.
[F6]This option, which is fully vested, was assumed by CenturyTel, Inc. in the merger and converted into an option to purchase 1,657 shares of CenturyTel common stock for $66.71 per share.
[F7]This option, which is fully vested, was assumed by CenturyTel, Inc. in the merger and converted into an option to purchase 253 shares of CenturyTel common stock for $66.71 per share.
[F8]This option, which is fully vested, was assumed by CenturyTel, Inc. in the merger and converted into an option to purchase 1,105 shares of CenturyTel common stock for $66.71 per share.
[F9]This option, which is fully vested, was assumed by CenturyTel, Inc. in the merger and converted into an option to purchase 7,573 shares of CenturyTel common stock for $66.71 per share.

Documents

1 file

4
rrd247119.xmlPrimary
EXIT FORM 4, MERGER

Issuer

Embarq CORP

CIK 0001350031

→

Entity typeother

Related Parties

filerCIK 0001361086

Filing Metadata

Form type: 4
Filed: Jul 5, 8:00 PM ET
Accepted: Jul 6, 6:19 PM ET
Size: 52.4 KB

View on SEC.gov