4//SEC Filing
WIND RIVER SYSTEMS INC 4
Accession 0001181431-09-035858
CIK 0000833829operating
Filed
Jul 19, 8:00 PM ET
Accepted
Jul 20, 9:19 PM ET
Size
28.6 KB
Accession
0001181431-09-035858
Insider Transaction Report
Form 4
KLEIN KENNETH
DirectorChairman, President, CEO
Transactions
- Disposition from Tender
Common Stock
2009-07-10$11.50/sh−3,517$40,446→ 0 total(indirect: By 401(k)) - Disposition to Issuer
Non-Qualified Stock Option (right to buy)
2009-07-16−24,000→ 0 totalExercise: $6.33Exp: 2013-07-24→ Common Stock (24,000 underlying) - Disposition to Issuer
Non-Qualified Stock Option (right to buy)
2009-07-16−250,000→ 0 totalExercise: $9.94Exp: 2014-03-28→ Common Stock (250,000 underlying) - Disposition to Issuer
Restricted Stock Units
2009-07-16−66,680→ 0 total→ Common Stock (66,680 underlying) - Disposition to Issuer
Non-Qualified Stock Option (right to buy)
2009-07-16−600,000→ 0 totalExercise: $12.20Exp: 2012-01-05→ Common Stock (600,000 underlying) - Disposition to Issuer
Non-Qualified Stock Option (right to buy)
2009-07-16−2,400,000→ 0 totalExercise: $9.15Exp: 2014-01-05→ Common Stock (2,400,000 underlying) - Disposition to Issuer
Non-Qualified Stock Option (right to buy)
2009-07-16−400,000→ 0 totalExercise: $14.49Exp: 2012-12-06→ Common Stock (400,000 underlying) - Disposition to Issuer
Non-Qualified Stock Option (right to buy)
2009-07-16−250,000→ 0 totalExercise: $7.10Exp: 2015-03-24→ Common Stock (250,000 underlying) - Disposition to Issuer
Restricted Stock Units
2009-07-16−20,000→ 0 total→ Common Stock (20,000 underlying) - Disposition to Issuer
Restricted Stock Units
2009-07-16−16,670→ 0 total→ Common Stock (16,670 underlying) - Disposition to Issuer
Restricted Stock Units
2009-07-16−200,000→ 0 total→ Common Stock (200,000 underlying)
Footnotes (15)
- [F1]As of July 10, 2009, the reporting person owned approximately 11,020 units, which units represent interests in a Wind River 401(k) Plan. As of July 10, 2009, those units equate to approximately 3,517 shares of WIND common stock at the closing price of WIND common stock on July 10, 2009 of $11.50.
- [F10]Pursuant to the Merger Agreement, the restricted stock units will be assumed by Intel and converted into a restricted stock unit for 0.6892 shares of Intel common stock per share of WIND common stock.
- [F11]The restricted stock units shall vest and shares become issuable on January 30, 2010.
- [F12]The restricted stock units shall vest and shares become issuable on March 20, 2010.
- [F13]Each performance share represents a contingent right to receive one share of WIND common stock.
- [F14]Pursuant to the terms of the reporting person's employment agreement, as amended, the performance shares shall vest in two equal annual installments beginning on March 20, 2010, subject to the reporting person's continuous employment with Intel through each such date.
- [F15]Pursuant to the Merger Agreement, the performance shares will be assumed by Intel and converted into a performance share for 0.6892 shares of Intel common stock per share of WIND common stock.
- [F2]The option is fully vested.
- [F3]Pursuant to the Merger Agreement between the Issuer and Intel Corporation ("Intel") dated June 4, 2009 (the "Merger Agreement"), the option will be assumed by Intel and converted into an option to purchase 0.6892 shares of Intel common stock for each share of WIND common stock at an exercise price equal to the current exercise price divided by 0.6892 per share.
- [F4]The option was granted on December 5, 2005 and provided for vesting of one-fourth of the shares subject to the option on December 6, 2006 and one forty-eighth of the shares subject to the option shall vest monthly thereafter. Pursuant to the terms of the reporting person's employment agreement, as amended, vesting was accelerated by a period of two years on July 10, 2009.
- [F5]The option was granted on March 28, 2007 and provided for vesting of one-fourth of the shares subject to the option on March 28, 2008 and one forty-eighth of the shares subject to the option shall vest monthly thereafter. Pursuant to the terms of the reporting person's employment agreement, as amended, vesting was accelerated by a period of two years on July 10, 2009.
- [F6]The option was granted on March 24, 2008 and provided for vesting of one-fourth of the shares subject to the option on March 24, 2009 and one forty-eighth of the shares subject to the option shall vest monthly thereafter. Pursuant to the terms of the reporting person's employment agreement, as amended, vesting was accelerated by a period of two years on July 10, 2009.
- [F7]Each restricted stock unit represents a contingent right to receive one share of WIND common stock.
- [F8]The restricted stock units shall vest and shares become issuable on March 24, 2010.
- [F9]Not applicable.
Documents
Issuer
WIND RIVER SYSTEMS INC
CIK 0000833829
Entity typeoperating
IncorporatedDE
Related Parties
1- filerCIK 0000833829
Filing Metadata
- Form type
- 4
- Filed
- Jul 19, 8:00 PM ET
- Accepted
- Jul 20, 9:19 PM ET
- Size
- 28.6 KB