4//SEC Filing
KHOURY ABDO H 4
Accession 0001181431-11-040414
CIK 0000780053other
Filed
Jul 5, 8:00 PM ET
Accepted
Jul 6, 9:56 PM ET
Size
17.3 KB
Accession
0001181431-11-040414
Insider Transaction Report
Form 4
KHOURY ABDO H
EVP, CFO, Chief Portfolio Off.
Transactions
- Disposition to Issuer
Common Stock
2011-07-01−1,070.567→ 0 total - Award
Common Stock
2011-07-01+25,014→ 158,245 total(indirect: By Trust) - Disposition to Issuer
Common Stock
2011-07-01−146,568→ 0 total(indirect: By Trust) - Disposition to Issuer
Employee Stock Options - Right to Buy
2011-07-01−11,034→ 0 totalExercise: $25.40Exp: 2019-02-10→ Common Stock (11,034 underlying) - Disposition to Issuer
Common Stock
2011-07-01−39,017.447→ 1,070.567 total - Tax Payment
Common Stock
2011-07-01$42.27/sh−11,677$493,587→ 146,568 total(indirect: By Trust) - Disposition to Issuer
Employee Stock Options - Right to Buy
2011-07-01−25,067→ 0 totalExercise: $31.97Exp: 2020-02-09→ Common Stock (25,067 underlying)
Footnotes (7)
- [F1]Shares withheld to cover tax withholding due in connection with the vesting of performance shares.
- [F2]At the Effective Time (as defined in the Agreement and Plan of Merger (the "Merger Agreement"), dated February 27, 2011, by and among Ventas, Inc., Needles Acquisition LLC and Nationwide Health Properties, Inc.), these shares were cancelled pursuant to the Merger Agreement in exchange for the right to receive 115,290 shares of Ventas, Inc. common stock having a market value of $53.74 per share, based on the closing price of Ventas, Inc. common stock on July 1, 2011.
- [F3]Immediately prior to the Effective Time, 27,312 restricted stock units became fully vested and any restrictions with respect thereto lapsed. At the Effective Time, such shares were cancelled pursuant to the Merger Agreement in exchange for the right to receive a cash payment of $1,143,523.64, and the remaining 11,705.4473 restricted stock units terminated at the Effective Time in accordance with their terms.
- [F4]At the Effective Time, these shares were cancelled pursuant to the Merger Agreement in exchange for the right to receive 842 shares of Ventas, Inc. common stock having a market value of $53.74 per share, based on the closing price of Ventas, Inc. common stock on July 1, 2011.
- [F5]Immediately prior to the Effective Time, 11,034 stock options became fully vested and any restrictions with respect thereto lapsed. At the Effective Time, such options were cancelled pursuant to the Merger Agreement in exchange for the right to receive a cash payment of $181,701.47 (equal to the difference between the VWAP (as defined in the Merger Agreement) of Ventas, Inc. common stock and the exercise price of the stock options multiplied by the number of stock options).
- [F6]Immediately prior to the Effective Time, 25,067 stock options became fully vested and any restrictions with respect thereto lapsed. At the Effective Time, such options were cancelled pursuant to the Merger Agreement in exchange for the right to receive a cash payment of $248,135.95 (equal to the difference between the VWAP of Ventas, Inc. common stock and the exercise price of the stock options multiplied by the number of stock options).
- [F7]Shares delivered in connection with the vesting of performance shares.
Documents
Issuer
NATIONWIDE HEALTH PROPERTIES, LLC
CIK 0000780053
Entity typeother
Related Parties
1- filerCIK 0001073166
Filing Metadata
- Form type
- 4
- Filed
- Jul 5, 8:00 PM ET
- Accepted
- Jul 6, 9:56 PM ET
- Size
- 17.3 KB