4//SEC Filing
AIRGATE PCS INC /DE/ 4
Accession 0001209191-05-010336
CIK 0001086844operating
Filed
Feb 15, 7:00 PM ET
Accepted
Feb 16, 6:36 PM ET
Size
15.6 KB
Accession
0001209191-05-010336
Insider Transaction Report
Form 4
DOUGHERTY THOMAS M
DirectorPresident & CEO
Transactions
- Disposition to Issuer
Non-qualified Employee Stock Options (right to buy)
2005-02-15−10,000→ 0 totalExercise: $4.10Exp: 2012-12-17→ Common Stock (10,000 underlying) - Disposition to Issuer
Non-qualified Employee Stock Options (right to buy)
2005-02-15−75,000→ 0 totalExercise: $15.93Exp: 2014-04-08→ Common Stock (75,000 underlying) - Disposition to Issuer
Common Stock
2005-02-15−15,486→ 0 total(indirect: see footnote) - Disposition to Issuer
Common Stock
2005-02-15−3,256→ 0 total - Disposition to Issuer
Restricted Stock Units
2005-02-15−25,000→ 0 total→ Common Stock (25,000 underlying)
Footnotes (9)
- [F1]Disposed of pursuant to merger agreement between the issuer, Alamosa Holdings, Inc. and A-Co. Merger Sub, Inc. in exchange for $36.62 per share of AirGate common stock.
- [F2]Represents 15,000 shares held jointly with his spouse, 130 shares held by his children, 216 shares held in his 401(k) account and 140 shares held through the AirGate PCS, Inc. Employee Stock Purchase Plan.
- [F3]These Non-Qualified Stock Options were granted on December 17, 2002 pursuant to the terms of the AirGate PCS, Inc. Amended and Restated 2002 Long Term Incentive Plan (the "2002 LTIP").
- [F4]This option provided for vesting in the amount of 25% of the total grant on each anniversary of the grant date. On February 7, 2005, the Company's board of directors approved the full acceleration of vesting of these options, effective immediately prior to the closing of the merger on February 15, 2005 between the issuer and A-Co. Merger Sub, Inc., a wholly-owned subsidiary of Alamosa Holdings, Inc. The option was cancelled in the merger in exchange for a cash payment of $325,200.00, representing the number of shares subject to the option times the difference between the exercise price of the option and the average closing price of Alamosa common stock for the ten trading days prior to the merger multiplied by 2.87 ($36.62 per share).
- [F5]These Non-Qualified Stock Options were granted on April 8, 2004 pursuant to the terms of the 2002 LTIP.
- [F6]This option provided for vesting in the amount of 25% of the total grant on each anniversary of the grant date, beginning April 8, 2005. On February 7, 2005, the Company's board of directors approved the full acceleration of vesting of these options, effective immediately prior to the closing of the merger on February 15, 2005. The option was cancelled in the merger in exchange for a cash payment of $1,551,750.00, representing the number of shares subject to the option times the difference between the exercise price of the option and the average closing price of Alamosa common stock for the ten trading days prior to the merger multiplied by 2.87 ($36.62 per share).
- [F7]Convertible into the issuer's common stock on a 1-for-1 basis.
- [F8]These Restricted Stock Units ("RSUs") were scheduled to vest on April 8, 2007, subject to the achievement of certain performance objectives as detailed in the 2002 LTIP. On February 7, 2005, the Company's board of directors approved the full acceleration of vesting of the RSUs, effective immediately prior to the closing of the merger on February 15, 2005. The RSUs were cancelled in the merger in exchange for a cash payment of $915,500.00, representing the number of RSUs times the average closing price of Alamosa common stock for the ten trading days prior to the merger multiplied by 2.87 ($36.62 per share).
- [F9]None.
Documents
Issuer
AIRGATE PCS INC /DE/
CIK 0001086844
Entity typeoperating
IncorporatedDE
Related Parties
1- filerCIK 0001086844
Filing Metadata
- Form type
- 4
- Filed
- Feb 15, 7:00 PM ET
- Accepted
- Feb 16, 6:36 PM ET
- Size
- 15.6 KB