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4//SEC Filing

MCALISTER ALBERT 4

Accession 0001181431-13-010168

CIK 0000914024other

Filed

Feb 14, 7:00 PM ET

Accepted

Feb 15, 4:42 PM ET

Size

17.5 KB

Accession

0001181431-13-010168

Insider Transaction Report

Form 4
Period: 2013-02-13
Transactions
  • Disposition to Issuer

    Company Stock Options

    2013-02-131,3740 total
    Exercise: $38.59Exp: 2021-01-18Common Stock (1,374 underlying)
  • Disposition to Issuer

    Company Stock Options

    2013-02-131,9220 total
    Exercise: $55.57Exp: 2018-01-29Common Stock (1,922 underlying)
  • Disposition to Issuer

    Restricted Stock Units

    2013-02-132,2130 total
    Common Stock (2,213 underlying)
  • Disposition to Issuer

    Common Stock

    2013-02-132,1980 total
  • Disposition to Issuer

    Common Stock

    2013-02-139,0000 total(indirect: By Trust)
  • Disposition to Issuer

    Common Stock

    2013-02-1315,9000 total(indirect: By Trust)
  • Disposition to Issuer

    Restricted Stock Units

    2013-02-132,9480 total
    Common Stock (2,948 underlying)
Footnotes (6)
  • [F1]Pursuant to the Transaction Agreement (the "Transaction Agreement"), dated as of July 30, 2012, by and among The Shaw Group Inc. ("Shaw"), Chicago Bridge & Iron Company N.V. ("CB&I"), and Crystal Acquisition Subsidiary Inc. ("Merger Subsidiary"), Merger Subsidiary merged with and into Shaw (the "Merger"), with Shaw surviving the Merger as a wholly owned subsidiary of CB&I. Upon the effective time of the Merger, each share of Shaw common stock was cancelled and extinguished and converted into the right to receive (i) $41.00 in cash, and (ii) an amount of cash in euros equal to the par value of 0.12883 shares of CB&I common stock, which cash was not actually paid, but was instead converted automatically into 0.12883 shares of CB&I common stock (the "Merger Consideration").
  • [F2]Reporting Person is Trustee.
  • [F3]This option, which provided for vesting beginning on January 29, 2009, was assumed by CB&I in the Merger and replaced with an option to purchase 1,759 shares of CB&I common stock for $60.70 per share.
  • [F4]This option, which provided for vesting in three equal installments beginning on January 18, 2012, was assumed by CB&I in the Merger and replaced with an option to purchase 1,257 shares of CB&I common stock for $42.15 per share, subject to the same vesting schedule.
  • [F5]Pursuant to the Transaction Agreement, at the effective time of the Merger, each restricted stock unit that is a stock-settled share unit was converted into the right to receive the Merger Consideration.
  • [F6]Pursuant to the Transaction Agreement, at the effective time of the Merger, each restricted stock unit that was granted after July 30, 2012 was converted into restricted stock units with respect to CB&I common stock.

Issuer

SHAW GROUP INC

CIK 0000914024

Entity typeother

Related Parties

1
  • filerCIK 0001064342

Filing Metadata

Form type
4
Filed
Feb 14, 7:00 PM ET
Accepted
Feb 15, 4:42 PM ET
Size
17.5 KB