4//SEC Filing
O'Connell Jeff 4
Accession 0001181431-10-033337
CIK 0001392179other
Filed
Jun 15, 8:00 PM ET
Accepted
Jun 16, 12:11 PM ET
Size
21.1 KB
Accession
0001181431-10-033337
Insider Transaction Report
Form 4
O'Connell Jeff
VP, Treasurer and Secretary
Transactions
- Disposition to Issuer
Employee Stock Option (right to buy)
2010-06-16$14.65/sh−23,654$346,531→ 0 totalExercise: $5.35From: 2007-06-13Exp: 2013-02-08→ Common Stock (23,654 underlying) - Disposition to Issuer
Employee Stock Option (right to buy)
2010-06-16$14.65/sh−30,037$440,042→ 0 totalExercise: $5.35From: 2006-02-08Exp: 2013-02-08→ Common Stock (30,037 underlying) - Disposition to Issuer
Employee Stock Option (right to buy)
2010-06-16$17.04/sh−17,472$297,723→ 0 totalExercise: $2.96From: 2003-02-07Exp: 2012-01-28→ Common Stock (17,472 underlying) - Disposition to Issuer
Employee Stock Option (right to buy)
2010-06-16$1.44/sh−20,000$28,800→ 0 totalExercise: $18.56Exp: 2019-09-22→ Common Stock (20,000 underlying) - Disposition to Issuer
Common Stock
2010-06-16$20.00/sh−8,018.3$160,366→ 0 total - Disposition to Issuer
Common Stock
2010-06-16$20.00/sh−15,000$300,000→ 0 total(indirect: By Trust) - Disposition to Issuer
Employee Stock Option (right to buy)
2010-06-16−14,268→ 0 totalExercise: $5.35Exp: 2013-02-08→ Common Stock (14,268 underlying) - Disposition to Issuer
Employee Stock Option (right to buy)
2010-06-16$14.65/sh−7,134$104,513→ 14,268 totalExercise: $5.35Exp: 2013-02-08→ Common Stock (7,134 underlying)
Footnotes (7)
- [F1]The option was to vest in three equal annual installments beginning September 22, 2010. The option became fully vested concurrent with the merger, which represented a change of control.
- [F2]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.
- [F3]Shares are held by the Jeffrey M. O'Connell, Sr. Living Trust dated August 5, 2008, of which the reporting person is trustee.
- [F4]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.
- [F5]At the closing of the merger, these options were unvested and canceled (see Footnote 2).
- [F6]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.
- [F7]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 typeother
Related Parties
1- filerCIK 0001398244
Filing Metadata
- Form type
- 4
- Filed
- Jun 15, 8:00 PM ET
- Accepted
- Jun 16, 12:11 PM ET
- Size
- 21.1 KB