WATERMAN JOSEPH F 4

Accession 0001192482-04-000234

CIK 0001022926other

View on SEC.gov Company Profile

Filed

Apr 15, 8:00 PM ET

Accepted

Apr 16, 3:41 PM ET

Size

45.7 KB

Accession

0001192482-04-000234

Insider Transaction Report

Form 4

Period: 2004-04-14

SANCHEZ COMPUTER ASSOCIATES INCSCAI

WATERMAN JOSEPH F

DirectorPresident & COO

Transactions

Disposition to Issuer
Common Stock
2004-04-14$6.50/sh−600$3,900→ 0 total(indirect: By Trust)
Disposition to Issuer
Incentive Stock Option (Right to Buy)
2004-04-14−10,000→ 0 total
Exercise: $3.38→ Common Stock (10,000 underlying)
Disposition to Issuer
Incentive Stock Option (Right to Buy)
2004-04-14−19,324→ 0 total
Exercise: $7.47→ Common Stock (19,324 underlying)
Disposition to Issuer
Common Stock
2004-04-14$6.50/sh−450,654$2,929,251→ 0 total
Disposition to Issuer
Non-Qualifed Stock Option (Right to Buy)
2004-04-14−500→ 0 total
Exercise: $3.38→ Common Stock (500 underlying)
Disposition to Issuer
Non-Qualified Stock Option (Right to Buy)
2004-04-14−1,885→ 0 total
Exercise: $10.00→ Common Stock (5,656 underlying)
Disposition to Issuer
Common Stock
2004-04-14$6.50/sh−1,054$6,851→ 0 total(indirect: By Trust)
Disposition to Issuer
Non-Qualified Stock Option (Right to Buy)
2004-04-14−15,000→ 0 total
Exercise: $4.10→ Common Stock (15,000 underlying)
Disposition to Issuer
Non-Qualified Stock Option (Right to Buy)
2004-04-14−30,676→ 0 total
Exercise: $7.47→ Common Stock (30,676 underlying)
Disposition to Issuer
Incentive Stock Option (Right to Buy)
2004-04-14−22,534→ 0 total
Exercise: $6.74→ Common Stock (22,534 underlying)
Disposition to Issuer
Non-Qualified Stock Option (Right to Buy)
2004-04-14−25,000→ 0 total
Exercise: $2.17→ Common Stock (25,000 underlying)
Disposition to Issuer
Non-Qualified Stock Option (Right to Buy)
2004-04-14−20,000→ 0 total
Exercise: $3.38→ Common Stock (20,000 underlying)
Disposition to Issuer
Non-Qualifed Stock Option (Right to Buy)
2004-04-14−466→ 0 total
Exercise: $11.44→ Common Stock (700 underlying)
Disposition to Issuer
Common Stock
2004-04-14$6.50/sh−3,996$25,974→ 0 total(indirect: By Spouse)
Disposition to Issuer
Non-Qualified Stock Option (Right to Buy)
2004-04-14−27,466→ 0 total
Exercise: $6.74→ Common Stock (27,466 underlying)
Disposition to Issuer
Non-Qualified Stock Option (Right to Buy)
2004-04-14−13,333→ 0 total
Exercise: $11.44→ Common Stock (20,000 underlying)
Disposition to Issuer
Non-Qualified Stock Option (Right to Buy)
2004-04-14−5,000→ 0 total
Exercise: $15.56→ Common Stock (5,000 underlying)

Footnotes (14)

[F1]Disposed of in connection with the consummation of the first-step merger (the "Merger") contemplated by that certain Restated Agreement and Plan of Merger, dated as of January 27, 2004 and restated as of March 4, 2004 (the "Merger Agreement"), by and among the Issuer, Fidelty National Financial, Inc. ("FNF"), Fidelity Information Services, Inc., Sunday Merger Corp. and Sunday Merger, LLC. Pursuant to the Merger Agreement, each outstanding share of the Issuer's Common Stock was converted into the right to receive consideration valued at $6.50 per share in cash, shares of FNF Common Stock or a combination of both.
[F10]7,172 options vested on December 31, 1998, 7,172 options vested on the first anniversary of the grant date, 10,000 options vested on the second anniversary of the grant date and another 10,000 options vested on the third anniversary of the grant date.
[F11]Options vested on the first anniversary of the grant date.
[F12]The option had a five-year term from the date it first became exercisable.
[F13]Options vested 50% starting six months from the grant date and another 50% on the first anniversary of the grant date.
[F14]Options vested one-third on the second anniversary of the grant date and two-thirds on the third anniversary of the grant date.
[F2]Upon consummation of the Merger, each outstanding option to purchase Issuer Common Stock was converted to an option to purchase shares of FNF Common Stock on substantially the same terms, except that the number of shares was adjusted by multiplying the number of Issuer option shares by .1673 (rounding down to the nearest whole number) and the option exercise price was adjusted by dividing the exercise price of each Issuer option by .1673.
[F3]Options vested one-fourth each year starting on the grant date.
[F4]Each vested segment of the option had a five-year term from the date it first became exercisable.
[F5]Options vest on the third anniversary of the grant date.
[F6]Options vested 50% starting on the second anniversary of the grant date and another 50% on the third anniversary of the grant date.
[F7]Options vested one-third each year starting on the first anniversary of the grant date.
[F8]Options vested 50% starting on the first anniversary of the grant date and another 50% on the second anniversary of the grant date.
[F9]16,667 options vested starting on the first anniversary of the grant date, 8,969 options vested on the second anniversary of the grant date and another 1,830 options vested on the third anniversary of the grant date.

Documents

1 file

4
edgar.xmlPrimary
PRIMARY DOCUMENT

Issuer

SANCHEZ COMPUTER ASSOCIATES INC

CIK 0001022926

→

Entity typeother

Related Parties

filerCIK 0001240961

Filing Metadata

Form type: 4
Filed: Apr 15, 8:00 PM ET
Accepted: Apr 16, 3:41 PM ET
Size: 45.7 KB

View on SEC.gov