Smith Courtney C 4/A
4/A · Specialty Underwriters Alliance, Inc. · Filed Nov 20, 2009
Insider Transaction Report
Form 4/AAmended
Smith Courtney C
DirectorCEO, President & Chairman BOD
Transactions
- Disposition to Issuer
Employee Stock Option (right to buy)
2009-11-13−190,000→ 0 totalExercise: $9.50Exp: 2014-11-17→ Common Stock (190,000 underlying) - Disposition to Issuer
Restricted Stock Unit
2009-11-13−30,000→ 0 total→ Common Stock (30,000 underlying)
Footnotes (5)
- [F1]Changed Title of Derivative Security to Employee Stock Option (right to buy) from Restricted Stock Unit, as erroneously reported in original filing
- [F2]This employee stock option, which is fully vested, was assumed by Tower Group, Inc. ("Tower") on the effective date of the merger pursuant to the Amended and Restated Agreement and Plan of Merger executed on July 22, 2009 and effective as of June 21, 2009 (the "Merger Agreement") among Tower, Tower S.F. Merger Corporation, a wholly owned subsidiary of Tower, and the Issuer, and automatically converted into an option to purchase 53,199 shares of Tower common stock exercisable at $33.93 per share.
- [F3]Changed Title of Derivative Security to Restricted Stock Unit from Common Stock, as erroneously reported in original filing
- [F4]Prior to the effective date of the merger, each restricted stock unit represented a contingent right to receive one share of Issuer common stock.
- [F5]30,000 restricted stock units were granted on 1/14/2009. The restricted stock units vest equally on the first four anniversaries of the grant date beginning on 1/14/2010 and become fully vested on 1/14/2013. On the effective date of the merger, the restricted stock units were assumed by Tower pursuant to the Merger Agreement and converted into 8,400 restricted stock units, with each restricted stock unit representing a right to receive one share of Tower common stock upon vesting. The vesting schedule was unchanged.