TELULAR CORP 4
4 · TELULAR CORP · Filed Jun 24, 2013
Insider Transaction Report
Form 4
TELULAR CORPWRLS
Deering Robert
CAO & Controller
Transactions
- Disposition from Tender
Common Stock
2013-06-24$12.61/sh−233$2,938→ 0 total(indirect: Purchased by Son) - Disposition to Issuer
Stock Options (right to buy)
2013-06-24$6.00/sh−8,000$48,000→ 9,900 totalExercise: $6.00Exp: 2017-11-08→ Common Stock (8,000 underlying) - Disposition to Issuer
Restricted Stock Units
2013-06-24−7,527→ 0 total→ Common Stock (7,527 underlying) - Disposition to Issuer
Stock Options (right to buy)
2013-06-24$4.86/sh−15,000$72,900→ 17,900 totalExercise: $4.86Exp: 2016-02-02→ Common Stock (15,000 underlying) - Disposition from Tender
Common Stock
2013-06-24$12.61/sh−53,815$678,607→ 0 total - Disposition to Issuer
Stock Options (right to buy)
2013-06-24$7.99/sh−9,101$72,717→ 32,900 totalExercise: $7.99Exp: 2013-10-30→ Common Stock (9,101 underlying) - Disposition to Issuer
Stock Options (right to buy)
2013-06-24$9.60/sh−9,900$95,040→ 0 totalExercise: $9.60Exp: 2018-12-10→ Common Stock (9,900 underlying)
Footnotes (7)
- [F1]These holdings of Telular common stock are by the son of the Reporting Person. The Reporting person disclaims beneficial ownership of all securities benefically owned or deemed to be beneficially owned directly or indirectly by his son, including these securities, and this filing shall not be deemed an admission that the Reporting Person is, for purposes of Section 16 or any other purpose, the beneficial owner of such securitites.
- [F2]These options were vested 33% on 10/30/2008; 33% on 10/30/2009; and 34% on 10/30/2010.
- [F3]These options were vested 1/6 on the six month anniversary of the grant date, 02/02/2010, then 1/36 each month thereafter through 02/02/2013.
- [F4]These options were vested 1/6 on the six month anniversary of the grant date, 11/08/2011, then 1/36 each month thereafter through 11/08/2014.
- [F5]These options were vested 1/6 on the six month anniversary of the grant date, 12/10/12, then 1/36 each month thereafter through 12/10/2015.
- [F6]Disposed of pursuant to the Agreemnt and Plan of Merger dated April 29, 2013 between Telular Corporation, ACP Tower Holdings, LLC and ACP Tower Merger Sub, Inc.The Reporting Person will receive the difference between $12.61 and the respective exercise price per option.
- [F7]Each restricted stock unit ("RSU") represents a contingent right to receive one share of Telular common stock. These RSUs were granted to the Reporting Person pursuant to achieving fiscal years 2011 and 2012 performance measurements and a grant in fiscal year 2013 for perfromamnce mearsurements not yet achieved. Pursuant to the Agreement and Plan of Merger, all RSUs, earned and unearned, will be canceled and converted into rights to receive, in cash, $12.61 per unit. Unearned performance-based RSUs vested at target levels in accordance with the Agreement and Plan of Merger.