4//SEC Filing
TURBOCHEF TECHNOLOGIES INC 4
Accession 0001188112-09-000045
CIK 0000916545operating
Filed
Jan 6, 7:00 PM ET
Accepted
Jan 7, 8:52 AM ET
Size
14.4 KB
Accession
0001188112-09-000045
Insider Transaction Report
Form 4
PERLMAN RICHARD E
DirectorChairman of the Board
Transactions
- Disposition to Issuer
Common Stock
2009-01-05−1,628,187→ 0 total - Disposition to Issuer
Employee stock option (right to buy)
2009-01-05−416,633→ 0 totalExercise: $5.25From: 2005-12-31Exp: 2013-10-29→ Common Stock (416,633 underlying) - Gift
Common Stock
2009-01-05−60,000→ 1,628,187 total - Disposition to Issuer
Common Stock
2009-01-05−464,878→ 0 total(indirect: See footnote.) - Disposition to Issuer
Restricted Stock Units
2009-01-05−46,400→ 0 total→ Common Stock (46,400 underlying)
Footnotes (5)
- [F1]Disposed of pursuant to the merger agreement between issuer and Chef Acquisition Corp., a merger subsidiary of The Middleby Corporation in exchange for $5,975,446 in cash and 79,129 shares of Middleby common stock having a market value of $29.42 per share on the effective date of the merger, plus a small amount of cash in exchange for a fractional share of Middleby common stock.
- [F2]Disposed of pursuant to the merger agreement between issuer and Chef Acquisition Corp., a merger subsidiary of The Middleby Corporation in exchange for $1,706,102 in cash and 22,593 shares of Middleby common stock having a market value of $29.42 per share on the effective date of the merger, plus a small amount of cash in exchange for a fractional share of Middleby common stock.
- [F3]Mr. Perlman is a limited partner of, and owns a 16.17% interest in, OvenWorks, LLLP, which owns 432,185 shares. In addition, Mr. Perlman is the controlling shareholder of Oven Management, Inc., the general partner of OvenWorks, LLLP. Oven Management, Inc. owns 32,693 shares. Mr. Perlman disclaims beneficial ownership of these securities, except to the extent of his pecuniary interest.
- [F4]These restricted stock units representing the right to receive one share of TurboChef common stock for each unit were awarded on March 29, 2007, vested immediately prior to the effective time of the merger and were cancelled and converted into the right to receive the merger consideration for each share formerly represented by a unit, $3.67 in cash and .0486 shares of common stock of The Middleby Corporation, plus cash in lieu of any fractional share.
- [F5]This option was out of the money at the effective time of the merger and was cancelled.
Documents
Issuer
TURBOCHEF TECHNOLOGIES INC
CIK 0000916545
Entity typeoperating
IncorporatedDE
Related Parties
1- filerCIK 0000916545
Filing Metadata
- Form type
- 4
- Filed
- Jan 6, 7:00 PM ET
- Accepted
- Jan 7, 8:52 AM ET
- Size
- 14.4 KB