4//SEC Filing
CLAIRES STORES INC 4
Accession 0001209191-07-034193
CIK 0000034115operating
Filed
May 30, 8:00 PM ET
Accepted
May 31, 5:29 PM ET
Size
26.1 KB
Accession
0001209191-07-034193
Insider Transaction Report
Form 4
SCHAEFER MARLA L
DirectorCo-CEO and Co-Chairman
Transactions
- Gift
Common Stock $0.05 par value
2007-05-01−303,030→ 454,546 total(indirect: By Trust) - Disposition to Issuer
Common Stock $0.05 par value
2007-05-29$33.00/sh−31,250$1,031,250→ 0 total - Disposition to Issuer
Common Stock $0.05 par value
2007-05-29$33.00/sh−68,865$2,272,545→ 0 total(indirect: By SFHI) - Award
Common Stock $0.05 par value
2007-05-29+31,250→ 31,250 total - Disposition to Issuer
Common Stock $0.05 par value
2007-05-29$33.00/sh−1,850,702$61,073,166→ 0 total(indirect: By Partnership) - Disposition to Issuer
Class A Common Stock
2007-05-29$33.00/sh−4,475,850$147,703,050→ 0 total(indirect: See Footnote 7) - Disposition to Issuer
Employee Stock Option (right to buy)
2007-05-29$22.81/sh−50,000$1,140,500→ 0 totalExercise: $10.19From: 1999-12-13Exp: 2009-12-13→ Common Stock (50,000 underlying) - Disposition to Issuer
Common Stock $0.05 par value
2007-05-29$33.00/sh−75,000$2,475,000→ 0 total - Disposition to Issuer
Employee Stock Option (right to buy
2007-05-29$14.39/sh−100,000$1,439,000→ 0 totalExercise: $18.61From: 2004-02-02Exp: 2014-02-02→ Common Stock (100,000 underlying) - Disposition to Issuer
Common Stock $0.05 par value
2007-05-29$33.00/sh−454,546$15,000,018→ 0 total(indirect: By Trust) - Disposition to Issuer
Common Stock $0.05 par value
2007-05-29$33.00/sh−110,408$3,643,464→ 0 total
Footnotes (9)
- [F1]These shares were gifted to the Rowland and Sylvia Schaefer Foundation (the "Foundation"), a not-for-profit charitable organization of which the Reporting Person is a director, by the Rowland Schaefer Trust (the "RS Trust"), of which the Reporting Person is a co-trustee. The Reporting Person disclaims beneficial ownership of these shares except to the extent of the Reporting Person's pecuniary interest in these shares.
- [F2]This report relates to the exempt disposition of issuer securities by the Reporting Person pursuant to the Agreement and Plan of Merger dated as of March 20, 2007, among Claire's Stores, Inc., Bauble Holdings Corp. and Bauble Acquisition Sub, Inc. (the "Merger Agreement").
- [F3]The Reporting Person owns a controlling interest in Schaefer Family Holdings, Inc. ("SFHI"). The Reporting Person disclaims beneficial ownership of these shares, except to the extent of the Reporting Person's pecuniary interst in these shares.
- [F4]The Reporting Person is a co-trustee of the RS Trust. The Reporting Person disclaims beneficial ownership of these shares, except to the extent of the Reporting Person's pecuniary interest in these shares.
- [F5]The Reporting Person is Co-President of the general partner of the Schaefer A Partnership, LP LLLP (the "Schaefer A Partnership"). The 1,850,702 shares were transferred to the Schaefer A Partnership in exempt transactions on 05/01/2007 (745,916 shares were transferred from the Sylvia Schaefer Trust and 1,104,786 shares were transferred from the RS Trust, of each of which trust the Reporting Person is a co-trustee), in exchange for pro-rata limited partnership interests in the Schaefer A Partnership by the respective transferees. The Reporting Person disclaims beneficial ownership of these shares, except to the extent of the Reporting Person's pecuniary interest in these shares.
- [F6]Restricted shares (vested and unvested).
- [F7]Shares held by the Schaefer A Partnership. The Reporting Person disclaims beneficial ownership of these shares, except to the extent of the Reporting Person's pecuniary interest in these shares.
- [F8]This number represents the total number of stock units issued to the Reporting Person under the Company's 2006 Long Term Incentive Plan.
- [F9]This option to purchase common stock was, in accordance with the Merger Agreement, canceled and converted into the right to receive a cash payment equal to the excess of the $33.00 per share cash merger consideration over the exercise price per share of the option, multiplied by the number of shares subject to the option.
Documents
Issuer
CLAIRES STORES INC
CIK 0000034115
Entity typeoperating
IncorporatedDE
Related Parties
1- filerCIK 0000034115
Filing Metadata
- Form type
- 4
- Filed
- May 30, 8:00 PM ET
- Accepted
- May 31, 5:29 PM ET
- Size
- 26.1 KB