4//SEC Filing
Intermec, Inc. 4
Accession 0001181431-13-049305
CIK 0001044590operating
Filed
Sep 16, 8:00 PM ET
Accepted
Sep 17, 12:18 PM ET
Size
14.5 KB
Accession
0001181431-13-049305
Insider Transaction Report
Form 4
DRIESSNACK ROBERT
Sr VP CFO
Transactions
- Award
Common Stock
2013-09-17+21,781→ 108,269.352 total - Disposition to Issuer
Common Stock
2013-09-17$10.00/sh−108,269.352$1,082,694→ 0 total - Award
Stock Option (right to buy)
2013-09-17+40,447→ 40,447 totalExercise: $5.65Exp: 2019-05-21→ Common Stock (40,447 underlying) - Disposition to Issuer
Stock Option (right to buy)
2013-09-17$4.35/sh−40,447$175,944→ 0 totalExercise: $5.65Exp: 2019-05-21→ Common Stock (40,447 underlying) - Disposition to Issuer
Restricted Stock Units
2013-09-17$10.00/sh−6,347$63,470→ 0 total→ Common Stock (6,347 underlying)
Footnotes (5)
- [F1]Represents shares payable under performance share units ("PSUs") in connection with the agreement and plan of merger ("Merger Agreement"), dated as of December 9, 2012, by and among the issuer, Honeywell International Inc. ("Honeywell") and Hawkeye Merger Sub Corp., a wholly owned subsidiary of Honeywell.
- [F2]Disposed of pursuant to the Merger Agreement, pursuant to which the outstanding shares of the issuer's common stock were converted into the right to receive $10.00 per share in cash, without interest. Amount includes 19,891 restricted stock units ("RSUs") whose acquisition was previously reported in Table I that became fully vested immediately prior to the effective time of the merger and 21,781 shares deemed payable under PSUs immediately prior to the effective time of the merger.
- [F3]Represents a performance-based option granted on May 21, 2012 that vests on each of the first three anniversaries of the grant date based on satisfaction of certain performance criteria during each of 2012, 2013 and 2014 (and if achievement of the performance criteria is not satisfied in a given year, vesting opportunity is carried forward to the next year until December 31, 2015).
- [F4]Pursuant to the Merger Agreement, the option became fully vested and exercisable immediately prior to the effective time of the merger, and, as of the effective time, was cancelled in exchange for the merger consideration of $10.00 per share less the per share exercise price. Options held by the reporting person with exercise prices greater than $10.00 per share were cancelled without the payment of any consideration therefor. The disposition of such options is not reported.
- [F5]Each RSU represents a contingent right to receive one share of issuer common stock. The RSUs, which were granted on May 24, 2011, vest on May 24, 2014. In connection with the merger, the RSUs became fully vested, and applicable forfeiture restrictions lapsed, immediately prior to the effective time of the merger, and, as of the effective time of the merger, each RSU was cancelled in exchange for the $10.00 per share merger consideration. Includes only RSUs whose acquisition was originally reported in Table II.
Documents
Issuer
Intermec, Inc.
CIK 0001044590
Entity typeoperating
IncorporatedDE
Related Parties
1- filerCIK 0001044590
Filing Metadata
- Form type
- 4
- Filed
- Sep 16, 8:00 PM ET
- Accepted
- Sep 17, 12:18 PM ET
- Size
- 14.5 KB