Home/Filings/4/0001209191-05-058869
4//SEC Filing

BRUCE MARVIN E 4

Accession 0001209191-05-058869

CIK 0000718449other

Filed

Nov 20, 7:00 PM ET

Accepted

Nov 21, 7:32 PM ET

Size

24.3 KB

Accession

0001209191-05-058869

Insider Transaction Report

Form 4
Period: 2005-11-17
BRUCE MARVIN E
DirectorChairman of the Board
Transactions
  • Disposition to Issuer

    Common Stock

    2005-11-1762550,416 total
  • Disposition to Issuer

    Common Stock

    2005-11-17$35.00/sh50,030$1,751,0500 total
  • Disposition to Issuer

    Common Stock

    2005-11-1738650,030 total
  • Disposition to Issuer

    Stock Option (right to buy)

    2005-11-17$27.81/sh924$25,6960 total
    Exercise: $7.19Common Stock (924 underlying)
  • Disposition to Issuer

    Stock Option (right to buy)

    2005-11-17$19.00/sh2,500$47,5000 total
    Exercise: $16.00Common Stock (2,500 underlying)
  • Disposition to Issuer

    Stock Option (right to buy)

    2005-11-17$9.09/sh1,544$14,0350 total
    Exercise: $25.91Common Stock (1,544 underlying)
  • Disposition to Issuer

    Common Stock

    2005-11-1723351,041 total
  • Disposition to Issuer

    Common Stock

    2005-11-1723151,274 total
  • Disposition to Issuer

    Common Stock

    2005-11-17$35.00/sh1,194,735$41,815,7250 total(indirect: By Trust)
  • Disposition to Issuer

    Stock Option (right to buy)

    2005-11-17$20.70/sh932$19,2920 total
    Exercise: $14.30Common Stock (932 underlying)
Footnotes (11)
  • [F1]Restricted shares forfeited as a result of the merger of the issuer into Traction Acquisition Corp., a wholly owned subsidiary of Sumitomo Corporation of America.
  • [F10]This option, which provided for vesting on 06/07/2006, was canceled in the merger in exchange for a cash payment of $14,034.96 representing the difference between the exercise price of the option and the merger price of the stock of the issuer ($35.00 per share).
  • [F11]The option expires in three equal annual installments beginning on 06/07/08.
  • [F2]Disposed of pursuant to the Agreement and Plan of Merger, dated as of September 18, 2005, by and among Sumitomo Corporation of America, Traction Acquisition Corp., and the issuer in exchange for a cash payment of $1,751,050 representing the number of shares held by the reporting person (50,030) multiplied by the merger price ($35/share).
  • [F3]Disposed of pursuant to the Agreement and Plan of Merger, dated as of September 18, 2005, by and among Sumitomo Corporation of America, Traction Acquisition Corp., and the issuer in exchange for a cash payment of $41,815,725 representing the number of shares held indirectly by the reporting person (1,194,735) multiplied by the merger price ($35/share).
  • [F4]This option, which provided for vesting on 4/25/02, was canceled in the merger in exchange for a cash payment of $25,696.44 representing the difference between the exercise price of the option and the merger price of the stock of the issuer ($35.00 per share).
  • [F5]One-third of the option expired on 4/25/04; another one-third expired on 4/25/05; and the balance expires on 4/25/06.
  • [F6]This option, which provided for vesting on 4/24/03, was canceled in the merger in exchange for a cash payment of $19,292.40 representing the difference between the exercise price of the option and the merger price of the stock of the issuer ($35.00 per share).
  • [F7]The option expires in three equal annual installments beginning on 04/24/05.
  • [F8]This option, which provided for vesting on 4/30/04, was canceled in the merger in exchange for a cash payment of $47,500 representing the difference between the exercise price of the option and the merger price of the stock of the issuer ($35.00 per share).
  • [F9]The option expires in three equal annual installments beginning on 04/30/06.

Issuer

TBC CORP

CIK 0000718449

Entity typeother
IncorporatedTN

Related Parties

1
  • filerCIK 0000936933

Filing Metadata

Form type
4
Filed
Nov 20, 7:00 PM ET
Accepted
Nov 21, 7:32 PM ET
Size
24.3 KB