4//SEC Filing
LAIRD NEIL J 4
Accession 0001181431-09-036044
CIK 0001269132other
Filed
Jul 21, 8:00 PM ET
Accepted
Jul 22, 3:57 PM ET
Size
20.2 KB
Accession
0001181431-09-036044
Insider Transaction Report
Form 4
LAIRD NEIL J
Chief Financial Officer
Transactions
- Disposition to Issuer
Stock Option (right to buy)
2009-07-21−80,000→ 0 totalExercise: $7.07Exp: 2017-05-07→ Common Stock (80,000 underlying) - Disposition to Issuer
Common Stock
2009-07-21−129,371→ 0 total(indirect: See Footnote) - Disposition to Issuer
Non-Qualified Stock Option (right to buy)
2009-07-21$1.23/sh−65,943$81,110→ 0 totalExercise: $3.62Exp: 2013-04-25→ Common Stock (65,943 underlying) - Disposition to Issuer
Stock Option (right to buy)
2009-07-21−40,000→ 0 totalExercise: $6.00Exp: 2016-06-12→ Common Stock (40,000 underlying) - Disposition to Issuer
Non-Qualified Stock Option (right to buy)
2009-07-21−35,181→ 0 totalExercise: $7.62Exp: 2014-04-14→ Common Stock (35,181 underlying) - Disposition to Issuer
Common Stock
2009-07-21−40,000→ 0 total - Disposition to Issuer
Incentive Stock Option (right to buy)
2009-07-21−39,819→ 0 totalExercise: $7.62Exp: 2014-04-14→ Common Stock (39,819 underlying) - Disposition to Issuer
Incentive Stock Option (right to buy)
2009-07-21$2.39/sh−87,924$210,138→ 0 totalExercise: $2.46Exp: 2012-08-06→ Common Stock (87,924 underlying)
Footnotes (4)
- [F1]Disposed of pursuant to the Agreement and Plan of Merger, dated as of May 26. 2009, by and among the Issuer, Amber Holding Inc., a Delaware corporation, and Amber Acquisition Inc., a Delaware corporation and a wholly-owned subsidiary of Amber Holding Inc. (the "Merger Agreement"), pursuant to which each outstanding share of the Issuer's Common Stock was canceled and converted into the right to receive $4.85 in cash, without interest and less any applicable withholding tax.
- [F2]These are restricted stock units, each of which represents the contingent right to receive one share of common stock. Pursuant to the Merger Agreement each restricted stock unit whether vested or unvested, were automatically canceled and converted into the right to receive an amount in cash, without interest and less any applicable withholding tax, equal to the product of (x) the total number of shares of the Issuer's Common Stock subject to the restricted stock unit multiplied by (y) the excess, if any of (A) $4.85 less (B) the exercise price applicable to such restricted stock unit (if any).
- [F3]These shares were held by Neil J. Laird, Trustee of the Neil J. Laird 2002 Living Trust, dated July 31, 2002.
- [F4]Pursuant to the Merger Agreement, each outstanding option, whether vested or unvested, was cancelled and converted into the right to receive an amount in cash, without interest, equal to the product of (x) the excess, if any, of (A) $4.85 less (B) the exercise price per share attributable to such option, multiplied by (y) the total number of shares issuable upon exercise in full of such option.
Documents
Issuer
SUMTOTAL SYSTEMS INC
CIK 0001269132
Entity typeother
Related Parties
1- filerCIK 0001220021
Filing Metadata
- Form type
- 4
- Filed
- Jul 21, 8:00 PM ET
- Accepted
- Jul 22, 3:57 PM ET
- Size
- 20.2 KB