4//SEC Filing
STEC, INC. 4
Accession 0001181431-13-049212
CIK 0001102741operating
Filed
Sep 15, 8:00 PM ET
Accepted
Sep 16, 7:17 PM ET
Size
12.0 KB
Accession
0001181431-13-049212
Insider Transaction Report
Form 4
STEC, INC.STEC
MOSHAYEDI MEHRDAD
DirectorPresident, COO, CTO, Secretary10% Owner
Transactions
- Disposition to Issuer
Common Stock
2013-09-12$6.85/sh−3,300,954$22,611,535→ 0 total(indirect: By Trust) - Disposition to Issuer
Common Stock
2013-09-12$6.85/sh−100,000$685,000→ 0 total - Disposition to Issuer
Stock Option (right to buy)
2013-09-12−335,000→ 0 totalFrom: 2013-09-12→ Common Stock (335,000 underlying) - Disposition to Issuer
Stock Option (right to buy)
2013-09-12−253,241→ 0 totalFrom: 2013-09-12→ Common Stock (253,241 underlying)
Footnotes (4)
- [F1]Pursuant to the Agreement and Plan of Merger, dated as of June 23, 2013 (the "Merger Agreement"), by and among sTec, Inc. (the "Issuer"), Western Digital Corporation ("WDC") and Lodi Ventures, Inc. ("Merger Sub"), on September 12, 2013 (the "Effective Time"), Merger Sub merged with and into the Issuer (the "Merger"). In connection with the termination of employment of Mr. Moshayedi with the Issuer immediately prior to the Effective Time, these restricted stock units were accelerated to fully vest immediately prior to the Effective Time, and were cancelled and converted into the right to receive $6.85 per share in cash (the "Merger Consideration") at the Effective Time.
- [F2]These shares of common stock of the Issuer were automatically cancelled and converted into the right to receive the Merger Consideration.
- [F3]These options, which were fully vested or accelerated to fully vest at the Effective Time, had exercise prices less than the Merger Consideration, and were converted into options to purchase 35,588 shares of WDC common stock for $31.63 per share at the Effective Time. Given that Mr. Moshayedi's employment with the Issuer was terminated immediately prior to the Effective Time, he will only have 90 days after the Effective Time to exercise these substituted options.
- [F4]These options, which were fully vested or accelerated to fully vest at the Effective Time, had exercise prices greater than the Merger Consideration, and were converted into options (similarly out of the money) to purchase shares of WDC common stock at the Effective Time. Given that Mr. Moshayedi's employment was terminated immediately prior to the Effective Time, he will only have 90 days after the Effective Time to exercise these substituted options.
Issuer
STEC, INC.
CIK 0001102741
Entity typeoperating
IncorporatedCA
Related Parties
1- filerCIK 0001102741
Filing Metadata
- Form type
- 4
- Filed
- Sep 15, 8:00 PM ET
- Accepted
- Sep 16, 7:17 PM ET
- Size
- 12.0 KB