Home/Filings/4/0001181431-15-001136
4//SEC Filing

ACTUATE CORP 4

Accession 0001181431-15-001136

CIK 0001062478operating

Filed

Jan 19, 7:00 PM ET

Accepted

Jan 20, 3:24 PM ET

Size

27.6 KB

Accession

0001181431-15-001136

Insider Transaction Report

Form 4
Period: 2015-01-16
Transactions
  • Disposition to Issuer

    Stock Option (right to buy)

    2015-01-1625,0000 total
    Exercise: $6.20Exp: 2017-05-30Common stock (25,000 underlying)
  • Disposition to Issuer

    Restricted stock units

    2015-01-1616,0000 total
    Exercise: $0.00Common stock (16,000 underlying)
  • Disposition to Issuer

    Restricted stock units

    2015-01-168,0000 total
    Exercise: $0.00Common stock (8,000 underlying)
  • Disposition to Issuer

    Stock Option (right to buy)

    2015-01-1620,0000 total
    Exercise: $4.03Exp: 2016-05-30Common stock (20,000 underlying)
  • Disposition to Issuer

    Stock Option (right to buy)

    2015-01-1625,0000 total
    Exercise: $4.60Exp: 2019-05-21Common stock (25,000 underlying)
  • Disposition to Issuer

    Restricted stock units

    2015-01-168,0000 total
    Exercise: $0.00Common stock (8,000 underlying)
  • Disposition to Issuer

    Restricted stock units

    2015-01-168,0000 total
    Exercise: $0.00Common stock (8,000 underlying)
  • Disposition to Issuer

    Stock Option (right to buy)

    2015-01-1625,0000 total
    Exercise: $4.65Exp: 2018-05-21Common stock (25,000 underlying)
  • Disposition to Issuer

    Restricted stock units

    2015-01-1616,0000 total
    Exercise: $0.00Common stock (16,000 underlying)
  • Disposition to Issuer

    Stock Option (right to buy)

    2015-01-1616,0000 total
    Exercise: $4.20Exp: 2020-05-26Common stock (16,000 underlying)
  • Disposition to Issuer

    Stock Option (right to buy)

    2015-01-1616,0000 total
    Exercise: $5.47Exp: 2021-05-25Common stock (16,000 underlying)
Footnotes (16)
  • [F1]Pursuant to the terms of the Agreement and Plan of Merger dated December 5, 2014 (the "Merger Agreement") by and among Actuate Corporation ("Actuate"), Open Text Corporation ("Parent") and Asteroid Acquisition Corporation ("Merger Sub"), on January 16, 2015, at the Effective Time (as defined in the Merger Agreement) by virtue of the Merger, each company stock option, whether or not vested and exercisable, that was outstanding and unexercised immediately prior to the Effective Time, accelerated and was automatically converted in to the right to receive the excess, if any, of the price per share of $6.60 (the "Offer Price"), without interest thereon and less any applicable withholding taxes (the "Merger Consideration") over the exercise price per share of the stock option, subject to any applicable tax withholding.
  • [F10]See footnote 7.
  • [F11]See footnote 7.
  • [F12]See footnote 7.
  • [F13]See footnote 7.
  • [F14]See footnote 7.
  • [F15]See footnote 7.
  • [F16]See footnote 7.
  • [F2]See footnote 1.
  • [F3]See footnote 1.
  • [F4]See footnote 1.
  • [F5]See footnote 1.
  • [F6]See footnote 1.
  • [F7]Pursuant to the Merger Agreement, on January 16, 2015, at the Effective Time by virtue of the Merger, (i) each time-vested restricted stock unit that had not vested as of the Effective Time (other than restricted stock units held by non-employee directors, which accelerated at the Effective Time), was converted into the right to receive the Merger Consideration in respect of each share underlying the restricted stock unit, subject to the same terms and conditions (including vesting and settlement schedules and taking into account any elective deferrals) as applied to such restricted stock unit immediately prior to the Effective Time, subject to any applicable tax withholding and (ii) each restricted stock unit that had vested but not settled (including each performance-vested restricted stock unit no longer subject to any performance conditions as of the date of the Merger Agreement), was converted into the right to receive the Merger Consideration in respect of each share underlyi
  • [F8]See footnote 7.
  • [F9]See footnote 7.

Documents

1 file

Issuer

ACTUATE CORP

CIK 0001062478

Entity typeoperating
IncorporatedDE

Related Parties

1
  • filerCIK 0001062478

Filing Metadata

Form type
4
Filed
Jan 19, 7:00 PM ET
Accepted
Jan 20, 3:24 PM ET
Size
27.6 KB