4//SEC Filing
Lenson Mitchel A 4
Accession 0001181431-09-054549
CIK 0000099047other
Filed
Dec 1, 7:00 PM ET
Accepted
Dec 2, 5:07 PM ET
Size
13.3 KB
Accession
0001181431-09-054549
Insider Transaction Report
Form 4
NYFIX INCNYFX
Lenson Mitchel A
Director
Transactions
- Disposition to Issuer
Common Stock
2009-11-30$1.68/sh−11,688$19,577→ 0 total - Disposition to Issuer
Stock Option (right to buy)
2009-11-30−19,481→ 0 totalExercise: $3.85Exp: 2018-02-05→ Common Stock (19,481 underlying) - Disposition to Issuer
Stock Option (right to buy)
2009-11-30−12,987→ 0 totalExercise: $1.00Exp: 2019-06-03→ Common Stock (12,987 underlying) - Disposition to Issuer
Restricted Stock Units
2009-11-30$1.68/sh−32,258$54,032→ 0 total→ Common Stock (32,258 underlying)
Footnotes (4)
- [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.
- [F4]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 (i.e., $0.675) by which $1.675 exceeded the applicable exercise price of the option.
Documents
Issuer
NYFIX INC
CIK 0000099047
Entity typeother
Related Parties
1- filerCIK 0001420237
Filing Metadata
- Form type
- 4
- Filed
- Dec 1, 7:00 PM ET
- Accepted
- Dec 2, 5:07 PM ET
- Size
- 13.3 KB