Calenda Anthony 4
4 · SUNGARD CAPITAL CORP · Filed Feb 15, 2013
Insider Transaction Report
Form 4
Calenda Anthony
SVP, Corp. Develop. & Strategy
Transactions
- Award
Time-Based Restricted Stock Unit
2013-02-13+2,900→ 2,900 totalExercise: $0.00→ Unit (2,900 underlying) - Award
Performance-Based Restricted Stock Unit
2013-02-13+2,900→ 2,900 totalExercise: $0.00→ Unit (2,900 underlying)
Footnotes (3)
- [F1]Time-Based Restricted Stock Units ("RSU") vest over four years with 25% vesting on each of the first four anniversary dates of the date of grant. The Reporting Person's vested RSUs are paid in shares upon the first to occur of (i) a change of control, (ii) the Reporting Person's separation from service without cause, or (iii) the date that is four years after the date of grant. If a change of control occurs before the RSUs are fully vested, any RSUs that subsequently vest are paid upon the first to occur of clauses (ii) and (iii) above.
- [F2]Each "Unit" consists of 1.3 shares of Class A-8 common stock and 0.1444 shares of Class L common stock of SunGard Capital Corp. and 0.05 shares of preferred stock of SunGard Capital Corp. II.
- [F3]Performance-Based RSUs vest upon the satisfaction of certain performance criteria for the period beginning January 1, 2013 and ending December 31, 2013, with 25% of the earned amount vesting at the end of the performance period ("Performance RSU Initial Vesting Date"), and the remaining 75% vesting in equal annual installments of 25% over the three years following the Performance RSU Initial Vesting Date. The Reporting Person's vested RSUs are paid in shares upon the first to occur of (i) a change of control, (ii) the Reporting Person's separation from service without cause, or (iii) the date that is four years after the date of grant. If a change of control occurs before the RSUs are fully vested, any RSUs that subsequently vest are paid upon the first to occur of clauses (ii) and (iii) above.