Blacklock Jessica 4
4 · AMERICAN PHYSICIANS SERVICE GROUP INC · Filed Dec 2, 2010
Insider Transaction Report
Form 4
Blacklock Jessica
VP General Counsel
Transactions
- Disposition to Issuer
Common Stock
2010-11-30$32.50/sh−265$8,613→ 0 total(indirect: By 401(k)) - Disposition to Issuer
Common Stock Options
2010-11-30$9.71/sh−5,000$48,550→ 0 totalExercise: $22.79Exp: 2014-10-01→ Common Stock (5,000 underlying) - Disposition to Issuer
Common Stock Options
2010-11-30$8.35/sh−5,000$41,750→ 0 totalExercise: $24.15Exp: 2015-06-03→ Common Stock (5,000 underlying)
Footnotes (3)
- [F1]Disposed and cancelled 265 shares of Common Stock (defined below) held by the Issuer's 401(k) Plan in connection with the merger (the "Merger") contemplated by that certain Agreement and Plan of Merger (the "Merger Agreement"), dated as of August 31, 2010, by and among ProAssurance Corporation, CA Bridge Corporation, and American Physicians Service Group, Inc. (the "Issuer"). Pursuant to such Merger Agreement, each share of common stock of the Issuer, par value $0.10 per share (the "Common Stock") was converted into the right to receive $32.50 in cash and cancelled.
- [F2]This option, which provided for vesting over a three-year period from the grant date, vested immediately prior to the effective time of the Merger and was cancelled in the Merger in exchange for a cash payment of $48,550, representing the difference between the exercise price of the option and the market value of the underlying Common Stock on the effective date of the Merger ($32.50).
- [F3]This option, which provided for vesting, which provided for vesting over a three-year period from the grant date, vested immediately prior to the effective time of the Merger and was cancelled in the Merger in exchange for a cash payment of $41,750, representing the difference between the exercise price of the option and the market value of the underlying Common Stock on the effective date of the Merger ($32.50).