Genender Mark R 4
4 · COST PLUS INC/CA/ · Filed Jul 2, 2012
Insider Transaction Report
Form 4
Genender Mark R
Director
Transactions
- Disposition to Issuer
Deferred Stock Units (awarded 08/03/2011)
2012-06-29−8,333→ 0 total→ Common Stock (8,333 underlying) - Disposition to Issuer
Deferred Stock Units (awarded 03/26/2012)
2012-06-29−2,727→ 0 total→ Common Stock (2,727 underlying)
Footnotes (3)
- [F1]Each deferred stock unit represents a contingent right to receive one share of Cost Plus, Inc. common stock.
- [F2]Pursuant to the Agreement and Plan of Merger, dated as of May 8, 2012, by and among Bed Bath & Beyond Inc., a New York corporation ("BBBY"), Blue Coral Acquisition Corp., a California corporation and a direct wholly owned subsidiary of BBBY ("Purchaser") and Cost Plus, Inc. (the "Company"), all deferred stock units held by the reporting person were canceled in connection with the merger of Purchaser with and into the Company, effective June 29, 2012, in exchange for the right to receive cash equal to the number of units multiplied by the per share purchase price of $22.00.
- [F3]The deferred stock units will vest in full on the one year anniversary date of the grant. Vested shares will be delivered to the reporting person either upon the one year anniversary of the date of grant or within thirty days of the earlier of (i) any settlement date irrevocably elected by the reporting person, (ii) the date the reporting person is no longer serving as a director of Cost Plus, Inc. and (iii) the date of a merger or asset sale which is a "change of control" (as defined in Section 409A of the Internal Revenue Code of 1986, as amended).