PEROT SYSTEMS CORP|4Nov 6, 8:02 AM ET

PEROT SYSTEMS CORP 4

4 · PEROT SYSTEMS CORP · Filed Nov 6, 2009

Insider Transaction Report

Form 4

Period: 2009-11-02

PEROT SYSTEMS CORPPER

FREEMAN RUSSELL

Vice President and COO

Transactions

Disposition to Issuer
Non-Qualified Stock Option (Right to Buy)
2009-11-03$19.06/sh−152,000$2,897,120→ 0 total
Exercise: $10.94Exp: 2010-12-08→ Common Stock (152,000 underlying)
Disposition to Issuer
Non-Qualified Stock Option (Right to Buy)
2009-11-03$16.85/sh−40,000$674,000→ 0 total
Exercise: $13.15Exp: 2010-12-09→ Common Stock (40,000 underlying)
Disposition to Issuer
Non-Qualified Stock Option (Right to Buy)
2009-11-03$14.07/sh−9,000$126,630→ 36,000 total
Exercise: $15.93Exp: 2011-12-13→ Common Stock (9,000 underlying)
Disposition to Issuer
Non-Qualified Stock Option (Right to Buy)
2009-11-03$15.13/sh−33,000$499,290→ 22,000 total
Exercise: $14.87Exp: 2013-11-02→ Common Stock (22,000 underlying)
Disposition to Issuer
Non-Qualified Stock Option (Right to Buy)
2009-11-03$15.13/sh−22,000$332,860→ 0 total
Exercise: $14.87Exp: 2013-11-02→ Common Stock (33,000 underlying)
Disposition to Issuer
Non-Qualified Stock Option (Right to Buy)
2009-11-03$15.74/sh−12,000$188,880→ 48,000 total
Exercise: $14.26Exp: 2015-03-14→ Common Stock (12,000 underlying)
Gift
Common Stock
2009-11-02−72,567→ 143,759 total
Disposition from Tender
Common Stock
2009-11-03$30.00/sh−143,759$4,312,770→ 0 total
Disposition from Tender
Common Stock
2009-11-03$30.00/sh−2,010$60,300→ 0 total(indirect: By Managed Account)
Disposition to Issuer
Non-Qualified Stock Option (Right to Buy)
2009-11-03$16.50/sh−18,000$297,000→ 0 total
Exercise: $13.50Exp: 2010-01-28→ Common Stock (18,000 underlying)
Disposition to Issuer
Non-Qualified Stock Option (Right to Buy)
2009-11-03$14.07/sh−36,000$506,520→ 0 total
Exercise: $15.93Exp: 2011-12-13→ Common Stock (36,000 underlying)
Disposition to Issuer
Non-Qualified Stock Option (Right to Buy)
2009-11-03$9.93/sh−20,000$198,600→ 0 total
Exercise: $20.07Exp: 2012-05-07→ Common Stock (20,000 underlying)
Disposition to Issuer
Non-Qualified Stock Option (Right to Buy)
2009-11-03$16.37/sh−9,000$147,330→ 36,000 total
Exercise: $13.63Exp: 2012-10-13→ Common Stock (9,000 underlying)
Disposition to Issuer
Non-Qualified Stock Option (Right to Buy)
2009-11-03$16.37/sh−36,000$589,320→ 0 total
Exercise: $13.63Exp: 2012-10-13→ Common Stock (36,000 underlying)
Disposition to Issuer
Non-Qualified Stock Option (Right to Buy)
2009-11-03$20.37/sh−100,000$2,037,000→ 0 total
Exercise: $9.63Exp: 2012-10-18→ Common Stock (100,000 underlying)
Disposition to Issuer
Non-Qualified Stock Option (Right to Buy)
2009-11-03$14.77/sh−33,000$487,410→ 22,000 total
Exercise: $15.23Exp: 2014-08-02→ Common Stock (33,000 underlying)
Disposition to Issuer
Non-Qualified Stock Option (Right to Buy)
2009-11-03$14.77/sh−22,000$324,940→ 0 total
Exercise: $15.23Exp: 2014-08-02→ Common Stock (22,000 underlying)
Disposition to Issuer
Non-Qualified Stock Option (Right to Buy)
2009-11-03$15.74/sh−48,000$755,520→ 0 total
Exercise: $14.26Exp: 2015-03-14→ Common Stock (48,000 underlying)
Disposition to Issuer
Stock-Settled Stock Appreciation Rights (SSARs)
2009-11-03$18.23/sh−67,000$1,221,410→ 0 total
Exercise: $11.77Exp: 2019-03-13→ Common Stock (67,000 underlying)

Footnotes (14)

[F1]Pursuant to the tender offer commenced under the Agreement and Plan of Merger, dated September 20, 2009, by and among issuer, Dell Inc. and DII-Holdings Inc. (the "Merger Agreement"), the shares of the issuer's Class A Common Stock issued and outstanding (the "Shares") were exchanged for the right to receive $30.00 per Share (the "Offer Price") without interest thereon and less any applicable withholding or stock transfer taxes.
[F10]The Stock Options vested in 4 equal annual installments beginning on 10/13/2006.
[F11]The Stock Options vested in 2 equal annual installments beginning on 10/18/2006.
[F12]The Stock Options vested in 3 equal annual installments beginning on 11/02/2007.
[F13]The Stock Options vested in 2 equal annual installments beginning on 8/02/2008.
[F14]The Stock Options vested on 3/14/2009.
[F2]Includes 135,500 Restricted Stock Units. Pursuant to the Merger Agreement, each outstanding Restricted Stock Unit became vested and earned and was cancelled and converted into the right to receive an amount (without interest) in cash equal to the product of (x) the Offer Price multiplied by (y) the total number of Shares subject to such Restricted Stock Unit.
[F3]The Stock Options vested in 10 equal annual installments beginning on 1/28/2000.
[F4]Pursuant to the Merger Agreement, all outstanding vested Stock Options were cancelled in exchange for a cash payment (without interest) equal to the product of (x) the excess, if any, of the Offer Price over the exercise price or base price, as applicable, per Share of each such Stock Option, multiplied by (y) the total number of Shares subject to such Stock Option.
[F5]The Stock Options vested in 5 equal annual installments beginning on 12/08/2001.
[F6]The Stock Options vested in 5 equal annual installments beginning on 12/09/2004.
[F7]Pursuant to the Merger Agreement, all outstanding unvested Stock Options to purchase Shares and all outstanding SSARs (collectively, "Unvested Company Stock Option Awards") vested and were cancelled in exchange for a cash payment (without interest) equal to the product of (x) the excess, if any, of the Offer Price over the exercise price or base price, as applicable, per Share of each such Unvested Company Stock Option Award, multiplied by (y) the total number of Shares subject to such Unvested Company Stock Option Award.
[F8]The Stock Options vested in 4 equal annual installments beginning on 12/13/2005.
[F9]The Stock Options vested in 5 equal annual installments beginning on 5/7/2003.

Documents

1 file

4
doc4.xmlPrimary
FORM 4 SUBMISSION