Osborne Colin 4
4 · TMS International Corp. · Filed Apr 21, 2011
Insider Transaction Report
Form 4
Osborne Colin
Director
Transactions
- Conversion
Class A Preferred Stock
2011-04-19−5→ 0 totalExercise: $13.00→ Class B Common Stock (5,343 underlying) - Conversion
Class B Common Stock
2011-04-19+5,343→ 6,380 totalFrom: 2011-04-19→ Class A Common Stock (5,343 underlying)
Footnotes (2)
- [F1]Each share of Class A Preferred Stock was convertible into a number of shares of Class B Common Stock determined by dividing the liquidation preference of such share of Class A Preferred Stock, including accrued but unpaid dividends, at the time of conversion by the conversion price. Concurrently with the initial public offering of the Issuer's Class A Common Stock, each share of Class A Preferred Stock converted into the number of shares of Class B Common Stock on the basis of a conversion price equal to 13.00 per share, the public offering price per share of Class A Common Stock in the offering.
- [F2]Shares of Class B Common Stock are convertible on a one-for-one basis at any time, at the option of the holder, into shares of Class A Common Stock and are automatically convertible on a one-for-one basis into shares of Class A Common Stock upon a sale or other disposition to any person other than (i) a person who obtained Class B Common Stock through a direct issuance by the Issuer or (ii) Onex Corporation, Onex Partners II LP or any controlled affiliate of Onex Corporation or Onex Partners II LP. The Class B Common Stock has no expiration date.