Home/Filings/4/0001181431-12-056175
4//SEC Filing

DELLA PENTA DAVID T 4

Accession 0001181431-12-056175

CIK 0000319240other

Filed

Oct 31, 8:00 PM ET

Accepted

Nov 1, 8:25 PM ET

Size

23.2 KB

Accession

0001181431-12-056175

Insider Transaction Report

Form 4
Period: 2012-10-31
Transactions
  • Tax Payment

    Common Stock

    2012-10-31$19.50/sh13,940$271,83013,796 total
  • Exercise/Conversion

    Stock Option (Right to Buy)

    2012-10-3113,8120 total
    Exercise: $9.47Exp: 2020-07-29Common Stock (13,812 underlying)
  • Disposition to Issuer

    Restricted Stock Units

    2012-10-31$19.50/sh2,828$55,1460 total
    Common Stock (2,828 underlying)
  • Exercise/Conversion

    Common Stock

    2012-10-31$9.47/sh+13,812$130,80013,812 total
  • Exercise/Conversion

    Common Stock

    2012-10-31$13.26/sh+2,414$32,01027,736 total
  • Sale

    Common Stock

    2012-10-31$19.50/sh13,796$269,0220 total
  • Exercise/Conversion

    Stock Option (Right to Buy)

    2012-10-3111,5100 total
    Exercise: $9.47Exp: 2020-07-29Common Stock (11,510 underlying)
  • Exercise/Conversion

    Stock Option (Right to Buy)

    2012-10-312,4147,245 total
    Exercise: $13.26Exp: 2019-04-27Common Stock (2,414 underlying)
  • Disposition to Issuer

    Stock Option (Right to Buy)

    2012-10-31$6.24/sh7,245$45,2090 total
    Exercise: $13.26Exp: 2019-04-27Common Stock (7,245 underlying)
  • Disposition from Tender

    Common Stock

    2012-10-31$19.50/sh20,757$404,7620 total
  • Exercise/Conversion

    Common Stock

    2012-10-31$9.47/sh+11,510$109,00025,322 total
Footnotes (8)
  • [F1]The shares were retained by the company in payment of the exercise price incurred in connection with the exercise of options.
  • [F2]Pursuant to a Tender and Support Agreement dated September 17, 2012 by and among each director and officer of IRIS International, Inc., IRIS International, Inc., Danaher Corporation and Daphne Acquisition Corporation, the reporting person sold these shares of Common Stock to Daphne Acquisition Corporation in exchange for consideration of $19.50 per share.
  • [F3]The stock options vested in three equal installments of 4,604 shares on each of January 29, 2011, April 29, 2011 and July 29, 2011.
  • [F4]The stock options vested in two equal installments of 3,837 shares on each of November 14, 2010 and February 14, 2011 and one installment of 3,836 shares on May 14, 2011.
  • [F5]Vested / will vest 25% on each of July 31, 2012, October 31, 2012, January 31, 2013 and April 30, 2013.
  • [F6]Pursuant to the Agreement and Plan of Merger dated September 17, 2012 by and among Danaher Corporation, Daphne Acquisition Corporation and IRIS International, Inc. (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 $19.50 and the per share exercise price of this option.
  • [F7]Each restricted stock unit represents a contingent right to receive one share of IRIS International, Inc. common stock.
  • [F8]Pursuant to the Merger Agreement, these restricted stock units vested in full and were cancelled in the merger 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 $19.50.

Issuer

IRIS INTERNATIONAL INC

CIK 0000319240

Entity typeother

Related Parties

1
  • filerCIK 0001248746

Filing Metadata

Form type
4
Filed
Oct 31, 8:00 PM ET
Accepted
Nov 1, 8:25 PM ET
Size
23.2 KB