Shah Rajesh K 4

4 · X RITE INC · Filed May 17, 2012

Form 4

Period: 2012-05-15

EVP, CFO

Transactions

Disposition to Issuer
Employee Stock Option (Right-to-Buy)
2012-05-15$1.00/sh−79,463$79,463→ 0 total
Exercise: $4.55Exp: 2022-03-15→ Common Stock (79,463 underlying)
Disposition to Issuer
Restricted Stock Units (RSUs)
2012-05-15−21,190→ 0 total
Exercise: $5.55→ Common Stock (21,190 underlying)
Disposition to Issuer
Common Stock
2012-05-15$5.55/sh−207,176$1,149,827→ 0 total
Disposition to Issuer
Employee Stock Option (Right-to-Buy)
2012-05-15$3.40/sh−200,000$680,000→ 0 total
Exercise: $2.15Exp: 2019-10-19→ Common Stock (200,000 underlying)

Footnotes (3)

[F1]Pursuant to the Agreement and Plan of Merger, dated as of April 10, 2012, by and among Danaher Corporation, Termessos Acquisition Corp., and X-Rite, Incorporated (the "Merger Agreement"), all shares of common stock were cancelled and exchanged for merger consideration of $5.55 per share in the merger.
[F2]Pursuant to the Merger Agreement, this option vested in full and was cancelled in the merger in exchange for a cash amount equal to the number of shares underlying this option multiplied by the difference between the per share merger consideration of $5.55 and the per share exercise price of this option.
[F3]Pursuant to the Merger Agreement, these previously unreported non-derivative performance-based restricted stock units vested in full and were cancelled in exchange for a cash amount equal to the number of shares underlying the restricted stock units multiplied by the per share merger consideration of $5.55.

Documents

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