4//SEC Filing
Dudzinski Edward 4
Accession 0001181431-11-014061
CIK 0000003673other
Filed
Feb 28, 7:00 PM ET
Accepted
Mar 1, 5:35 PM ET
Size
19.5 KB
Accession
0001181431-11-014061
Insider Transaction Report
Form 4
Dudzinski Edward
Vice President
Transactions
- Disposition to Issuer
Employee stock options (right to buy)
2011-02-25−10,470→ 0 totalExercise: $53.67Exp: 2018-02-22→ Common Stock (10,470 underlying) - Award
Restricted Stock Units
2011-02-25−18,662.41→ 18,662.41 total→ Common Stock (18,662.41 underlying) - Disposition to Issuer
Restricted Stock Units
2011-02-25−18,662.41→ 0 total→ Common Stock (18,662.41 underlying) - Disposition to Issuer
Common Stock, par value $1.25 per share
2011-02-25−24,836.131→ 0 total - Disposition to Issuer
Employee stock options (right to buy)
2011-02-25−50,000→ 0 totalExercise: $14.70Exp: 2014-08-09→ Common Stock (50,000 underlying) - Disposition to Issuer
Employee stock options (right to buy)
2011-02-25−26,318→ 0 totalExercise: $23.64Exp: 2019-02-27→ Common Stock (26,318 underlying) - Disposition to Issuer
Common Stock, par value $1.25 per share
2011-02-25−6,435.85→ 0 total(indirect: ESOSP)
Footnotes (6)
- [F1]Disposed of pursuant to the merger (the "Merger") of Allegheny Energy, Inc. ("Allegheny") with a subsidiary of FirstEnergy Corp. ("FirstEnergy") in exchange for 7,013 shares of the common stock, par value $0.10 per share, of FirstEnergy ("First Energy Common Stock") having a market value, based on the closing price of a share of FirstEnergy Common Stock on the New York Stock Exchange on the effective date of the Merger, of $37.75 per share.
- [F2]Immediately prior to the closing of the Merger, the shares of the common stock, par value $1.25 per share, of Allegheny ("Allegheny Common Stock") that Mr. Dudzinski held indirectly through the Allegheny Energy, Inc. Employee Stock Ownership and Savings Plan that, upon the effectiveness of the Merger, were disposed of in exchange for 4,292 shares of FirstEnergy Common Stock.
- [F3]These employee stock options, which originally were granted under Allegheny's 1998 Long Term Incentive Plan, became fully vested on September 28, 2010 in connection with approval of the Merger by Allegheny's stockholders. Simultaneously with the closing of the Merger on February 25, 2011, each option converted to an option to purchase 0.667 shares of FirstEnergy Common Stock at an exercise price of $22.04 per share.
- [F4]These employee stock options, which originally were granted under Allegheny's 1998 Long Term Incentive Plan, became fully vested on September 28, 2010 in connection with approval of the Merger by Allegheny's stockholders. Simultaneously with the closing of the Merger on February 25, 2011, each option converted to an option to purchase 0.667 shares of FirstEnergy Common Stock at an exercise price of $80.46 per share.
- [F5]These employee stock options, which originally were granted under Allegheny's 2008 Long Term Incentive Plan, became fully vested on September 28, 2010 in connection with approval of the Merger by Allegheny's stockholders. Simultaneously with the closing of the Merger on February 25, 2011, each option converted to an option to purchase 0.667 shares of FirstEnergy Common Stock at an exercise price of $35.44 per share.
- [F6]Mr. Dudzinski received a grant of performance shares in 2010 that, by its terms, would have resulted in the issuance to Mr. Dudzinski, in March 2013, of up to 33,296 shares of Allegheny Common Stock, based on the achievement of corporate performance goals in 2010, 2011 and 2012. Based on certain performance criteria now deemed to have been satisfied in connection with the Merger and the conversion of the performance shares to restricted stock units, Mr. Dudzinski became entitled to receive 18,662.41 restricted stock units, each representing the right to one share of Allegheny Common Stock, which immediately thereafter, converted to 12,447.83 restricted stock units, each representing the right to one share of FirstEnergy Common Stock, to be issued to Mr. Dudzinski within 30 days following the termination of his employment as a result of the Merger.
Documents
Issuer
ALLEGHENY ENERGY, INC
CIK 0000003673
Entity typeother
Related Parties
1- filerCIK 0001300135
Filing Metadata
- Form type
- 4
- Filed
- Feb 28, 7:00 PM ET
- Accepted
- Mar 1, 5:35 PM ET
- Size
- 19.5 KB