4//SEC Filing
BWAY Holding CO 4
Accession 0001181431-10-033327
CIK 0001392179operating
Filed
Jun 15, 8:00 PM ET
Accepted
Jun 16, 12:08 PM ET
Size
16.0 KB
Accession
0001181431-10-033327
Insider Transaction Report
Form 4
ERGAS JEAN PIERRE
Director
Transactions
- Disposition to Issuer
Stock Option (right to buy)
2010-06-16$14.65/sh−600,752$8,801,017→ 0 totalExercise: $5.35From: 2006-02-08Exp: 2013-02-08→ Common Stock (600,752 underlying) - Disposition to Issuer
Stock Option (right to buy)
2010-06-16$17.04/sh−211,949$3,611,611→ 0 total(indirect: See Footnote)Exercise: $2.96From: 2003-02-07Exp: 2012-01-28→ Common Stock (211,949 underlying) - Disposition to Issuer
Stock Option (right to buy)
2010-06-16$14.65/sh−142,679$2,090,247→ 285,358 totalExercise: $5.35Exp: 2013-02-08→ Common Stock (142,679 underlying) - Disposition to Issuer
Stock Option (right to buy)
2010-06-16−285,358→ 0 totalExercise: $5.35Exp: 2013-02-08→ Common Stock (285,358 underlying) - Disposition to Issuer
Stock Option (right to buy)
2010-06-16$14.65/sh−473,093$6,930,812→ 0 totalExercise: $5.35From: 2007-06-13Exp: 2013-02-08→ Common Stock (473,093 underlying)
Footnotes (6)
- [F1]Disposed of pursuant to an agreement and plan of merger among Picasso Parent Company, Inc., Picasso Merger Sub, Inc. and BWAY Holding Company, dated as of March 28, 2010.
- [F2]This option, which was fully vested, was canceled in the merger in exchange for a cash payment. The price shown represents the difference between the exercise price of the option and the merger consideration of $20.00 per share.
- [F3]The options had been assigned to Sagre Group, L.P., of which the reporting person is the sole managing general partner and his family members are the only limited partners.
- [F4]The Board approved the vesting of 1/3 of the grant prior to the closing of the merger (the merger consideration of $20.00 per share exceeded the market price for vesting of the tranche of $19.26 per share) and 2/3 of the grant was unvested at the closing of the merger and canceled.
- [F5]At the closing of the merger, these options were unvested and canceled (see Footnote 4).
- [F6]The option vesting schedule was as follows: 1/3 of the options would vest if, during any consecutive 45-day period, the average closing price per share of the Company's common stock (or, the "average closing price") was at least $19.26 and the closing price per share of the Company's common stock on the last day of such 45-day period (or, the "last day closing price") was at least $16.37; the next 1/3 of the options would vest if, during any consecutive 45-day period, the average closing price was at least $21.52 and the last day closing price was at least $18.29; and the other 1/3 of the options would vest if, during any consecutive 45-day period, the average closing price was at least $23.78 and the last day closing price was at least $20.21.
Documents
Issuer
BWAY Holding CO
CIK 0001392179
Entity typeoperating
IncorporatedDE
Related Parties
1- filerCIK 0001392179
Filing Metadata
- Form type
- 4
- Filed
- Jun 15, 8:00 PM ET
- Accepted
- Jun 16, 12:08 PM ET
- Size
- 16.0 KB