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4//SEC Filing

Tierney Annemarie 4

Accession 0001181431-09-054544

CIK 0000099047other

Filed

Dec 1, 7:00 PM ET

Accepted

Dec 2, 5:06 PM ET

Size

12.9 KB

Accession

0001181431-09-054544

Insider Transaction Report

Form 4
Period: 2009-11-30
Tierney Annemarie
General Counsel
Transactions
  • Disposition to Issuer

    Restricted Stock Units

    2009-11-30$1.68/sh18,750$31,4060 total
    Common Stock (18,750 underlying)
  • Disposition to Issuer

    Restricted Stock Units

    2009-11-30$1.68/sh53,156$89,0360 total
    Common Stock (53,156 underlying)
  • Disposition to Issuer

    Stock Option (right to buy)

    2009-11-30150,0000 total
    Exercise: $3.85Exp: 2018-02-05Common Stock (150,000 underlying)
  • Disposition to Issuer

    Common Stock

    2009-11-30$1.68/sh6,250$10,4690 total
Footnotes (3)
  • [F1]Pursuant to the Agreement and Plan of Merger, dated as of August 26, 2009, by and among the Issuer, NYSE Technologies, Inc. ("NYSE") and CBR Acquisition Corp., a wholly owned subsidiary of NYSE (the "Merger Agreement"), on November 30, 2009, upon the effectiveness of the merger of CBR Acquisition Corp. with and into the Issuer (the "Merger"), each outstanding share of the Issuer's common stock was converted into the right to receive $1.675 in cash, without interest.
  • [F2]Pursuant to the Merger Agreement and the terms of the underlying NYFIX 2007 Omnibus Equity Compensation Plan Restricted Stock Unit Award pursuant to which these Restricted Stock Units were granted, each outstanding Restricted Stock Unit denominated in shares of the Issuer's common stock that remained outstanding immediately prior to the effective time of the Merger was vested and cancelled and converted into the right to receive $1.675 in cash.
  • [F3]Pursuant to the Merger Agreement, each option to purchase the Issuer's common stock that remained outstanding at the effective time of the Merger was fully vested and cancelled in exchange for a cash payment in an amount equal to the number of shares of the Issuer's common stock subject to the option multiplied by the amount (if any) by which $1.675 exceeded the applicable exercise price of the option. The cash payment is equal to $0 since the option exercise price was more than $1.675 at the effective time of the Merger.

Issuer

NYFIX INC

CIK 0000099047

Entity typeother

Related Parties

1
  • filerCIK 0001424164

Filing Metadata

Form type
4
Filed
Dec 1, 7:00 PM ET
Accepted
Dec 2, 5:06 PM ET
Size
12.9 KB