Dutch Dave P. 4
4 · VIGNETTE CORP · Filed Jul 23, 2009
Insider Transaction Report
Form 4
VIGNETTE CORPVIGN
Dutch Dave P.
SVP, Products and Marketing
Transactions
- Disposition to Issuer
Stock Option (right to buy)
2009-07-21−76,667→ 0 totalExercise: $6.76Exp: 2017-02-24→ Common Stock (76,667 underlying) - Disposition to Issuer
Stock Option (right to buy)
2009-07-21−50,000→ 0 totalExercise: $11.67Exp: 2016-05-02→ Common Stock (50,000 underlying) - Disposition to Issuer
Common Stock
2009-07-21−12,500→ 0 total - Disposition to Issuer
Common Stock
2009-07-21−400→ 0 total - Disposition to Issuer
Common Stock
2009-07-21−15,333→ 0 total
Footnotes (5)
- [F1]Disposed of pursuant to the Agreement and Plan of Merger, dated May 5, 2009, by and among Open Text Corporation ("Open Text"), Scenic Merger Corporation and Vignette Corporation ("Vignette") in exchange for $3,200 in cash and 57 shares of Open Text common stock having a closing market value of $37.02 per share on the effective date of the merger, and cash in lieu of fractional shares.
- [F2]The shares are subject to the following vesting terms: 12,500 shares on 05/02/2011. The cash and/or Open Text common stock to be received in exchange for these shares in the merger will be subject to the same vesting terms, subject to earlier full acceleration if employment is terminated in certain circumstances after the effective date of the merger.
- [F3]The shares are subject to the following vesting terms: 3,833 shares on 02/24/2010, 2/24/2011 and 2/24/2012 and 3,834 shares on 2/24/2013. The cash and/or Open Text common stock to be received in exchange for these shares in the merger will be subject to the same vesting terms, subject to earlier full acceleration if employment is terminated in certain circumstances after the effective date of the merger.
- [F4]This option, which became fully vested and exercisable on July 21, 2009, was cancelled in the merger in exchange for 1,657 shares of Open Text common stock having a closing market value of $37.02 per share on the effective date of the merger. Required income tax withholding was applied to reduce the number of shares of Open Text common stock received in exchange.
- [F5]This option, which became fully vested and exercisable on July 21, 2009, was cancelled in the merger in exchange for 10,056 shares of Open Text common stock having a closing market value of $37.02 per share on the effective date of the merger. Required income tax withholding was applied to reduce the cash consideration and then the number of shares of Open Text common stock received in exchange.