Volpe Kenneth Z 4

Accession 0001209191-11-002248

CIK 0001086195other

View on SEC.gov Company Profile

Filed

Jan 5, 7:00 PM ET

Accepted

Jan 6, 3:43 PM ET

Size

68.8 KB

Accession

0001209191-11-002248

Insider Transaction Report

Form 4

Period: 2011-01-05

ART TECHNOLOGY GROUP INCARTG

Volpe Kenneth Z

SVP, Products and Technology

Transactions

Disposition to Issuer
EMPLOYEE STOCK OPTION (RIGHT TO BUY)
2011-01-05−17,307→ 0 total
Exercise: $1.26Exp: 2015-01-25→ COMMON STOCK (17,307 underlying)
Disposition to Issuer
EMPLOYEE STOCK OPTION (RIGHT TO BUY)
2011-01-05−26,250→ 0 total
Exercise: $0.91Exp: 2013-04-21→ COMMON STOCK (26,250 underlying)
Disposition to Issuer
EMPLOYEE STOCK OPTION (RIGHT TO BUY)
2011-01-05−7,500→ 0 total
Exercise: $1.63Exp: 2013-11-13→ COMMON STOCK (7,500 underlying)
Disposition to Issuer
EMPLOYEE STOCK OPTION (RIGHT TO BUY
2011-01-05−1,047→ 0 total
Exercise: $4.78Exp: 2011-04-09→ COMMON STOCK (1,047 underlying)
Disposition to Issuer
EMPLOYEE STOCK OPTION (RIGHT TO BUY
2011-01-05−2,000→ 0 total
Exercise: $9.31Exp: 2011-05-02→ COMMON STOCK (2,000 underlying)
Disposition to Issuer
EMPLOYEE STOCK OPTION (RIGHT TO BUY
2011-01-05−53,591→ 0 total
Exercise: $2.93Exp: 2016-02-28→ COMMON STOCK (53,591 underlying)
Disposition to Issuer
EMPLOYEE STOCK OPTION (RIGHT TO BUY
2011-01-05−2,749→ 0 total
Exercise: $3.90Exp: 2012-01-08→ COMMON STOCK (2,749 underlying)
Disposition to Issuer
EMPLOYEE STOCK OPTION (RIGHT TO BUY
2011-01-05−22,500→ 0 total
Exercise: $1.63Exp: 2013-11-13→ COMMON STOCK (22,500 underlying)
Disposition to Issuer
EMPLOYEE STOCK OPTION (RIGHT TO BUY
2011-01-05−40,625→ 0 total
Exercise: $1.57Exp: 2014-01-30→ COMMON STOCK (40,625 underlying)
Disposition to Issuer
RESTRICTED STOCK UNIT
2011-01-05−22,250→ 22,250 total
Exercise: $0.00→ COMMON STOCK (44,500 underlying)
Disposition to Issuer
RESTRICTED STOCK UNIT
2011-01-05−15,000→ 0 total
→ COMMON STOCK (60,000 underlying)
Disposition to Issuer
RESTRICTED STOCK UNIT
2011-01-05−24,375→ 24,375 total
Exercise: $0.00→ COMMON STOCK (65,000 underlying)
Disposition to Issuer
RESTRICTED STOCK UNIT
2011-01-05−24,375→ 0 total
→ COMMON STOCK (65,000 underlying)
Disposition to Issuer
RESTRICTED STOCK UNIT
2011-01-05−44,850→ 0 total
Exercise: $0.00→ COMMON STOCK (59,800 underlying)
Disposition to Issuer
RESTRICTED STOCK UNIT
2011-01-05−7,500→ 7,500 total
Exercise: $0.00→ COMMON STOCK (20,000 underlying)
Disposition to Issuer
RESTRICTED STOCK UNIT
2011-01-05−7,500→ 0 total
→ COMMON STOCK (20,000 underlying)
Disposition to Issuer
RESTRICTED STOCK UNIT
2011-01-05−27,500→ 27,500 total
Exercise: $0.00→ COMMON STOCK (55,000 underlying)
Disposition to Issuer
RESTRICTED STOCK UNIT
2011-01-05−27,500→ 0 total
→ COMMON STOCK (55,000 underlying)
Disposition to Issuer
RESTRICTED STOCK UNIT
2011-01-05−27,500→ 27,500 total
Exercise: $0.00→ COMMON STOCK (55,000 underlying)
Disposition to Issuer
RESTRICTED STOCK UNIT
2011-01-05−27,500→ 0 total
→ COMMON STOCK (55,000 underlying)
Disposition to Issuer
EMPLOYEE STOCK OPTION (RIGHT TO BUY)
2011-01-05−76,409→ 0 total
Exercise: $2.93Exp: 2016-02-28→ COMMON STOCK (76,409 underlying)
Disposition to Issuer
EMPLOYEE STOCK OPTION (RIGHT TO BUY)
2011-01-05−7,219→ 0 total
Exercise: $4.78Exp: 2011-04-09→ COMMON STOCK (7,219 underlying)
Disposition to Issuer
EMPLOYEE STOCK OPTION (RIGHT TO BUY)
2011-01-05−14,998→ 0 total
Exercise: $2.13Exp: 2011-08-03→ COMMON STOCK (14,998 underlying)
Disposition to Issuer
EMPLOYEE STOCK OPTION (RIGHT TO BUY)
2011-01-05−9,375→ 0 total
Exercise: $1.57Exp: 2014-01-30→ COMMON STOCK (9,375 underlying)
Disposition to Issuer
EMPLOYEE STOCK OPTION (RIGHT TO BUY
2011-01-05−82,693→ 0 total
Exercise: $1.26Exp: 2015-01-25→ COMMON STOCK (82,693 underlying)
Disposition to Issuer
COMMON STOCK
2011-01-05−115,180→ 0 total
Disposition to Issuer
RESTRICTED STOCK UNIT
2011-01-05−18,750→ 6,250 total
Exercise: $0.00→ COMMON STOCK (100,000 underlying)
Disposition to Issuer
RESTRICTED STOCK UNIT
2011-01-05−6,250→ 0 total
→ COMMON STOCK (100,000 underlying)
Disposition to Issuer
RESTRICTED STOCK UNIT
2011-01-05−15,000→ 15,000 total
Exercise: $0.00→ COMMON STOCK (60,000 underlying)
Disposition to Issuer
EMPLOYEE STOCK OPTION (RIGHT TO BUY)
2011-01-05−1,251→ 0 total
Exercise: $3.90Exp: 2012-01-08→ COMMON STOCK (1,251 underlying)

Footnotes (23)

[F1]Pursuant to the Agreement and Plan of Merger between Art Technology Group, Oracle Corporation and Amsterdam Acquisition Sub Corporation dated November 2, 2010 (the "Merger Agreement"), each share of Art Technology Group common stock was exchanged for $6.00 in cash, without interest and less any applicable withholding taxes.
[F10]Pursuant to the Merger Agreement, the stock option was assumed by Oracle in the merger and replaced with an option to purchase 199 shares of Oracle common stock for $25.05 per share.
[F11]Pursuant to the Merger Agreement, the stock option was assumed by Oracle in the merger and replaced with an option to purchase 1,378 shares of Oracle common stock for $25.05 per share.
[F12]Pursuant to the Merger Agreement, the stock option was assumed by Oracle in the merger and replaced with an option to purchase 381 shares of Oracle common stock for $48.77 per share.
[F13]Pursuant to the Merger Agreement, the stock option was assumed by Oracle in the merger and replaced with an option to purchase 2,863 shares of Oracle common stock for $11.16 per share.
[F14]Pursuant to the Merger Agreement, the stock option was assumed by Oracle in the merger and replaced with an option to purchase 10,230 shares of Oracle common stock for $15.35 per share.
[F15]Pursuant to the Merger Agreement, the stock option was assumed by Oracle in the merger and replaced with an option to purchase 238 shares of Oracle common stock for $20.43 per share.
[F16]Pursuant to the Merger Agreement, the stock option was assumed by Oracle in the merger and replaced with an option to purchase 524 shares of Oracle common stock for $20.43 per share.
[F17]Pursuant to the Merger Agreement, the stock option was assumed by Oracle in the merger and replaced with an option to purchase 5,011 shares of Oracle common stock for $4.77 per share.
[F18]Pursuant to the Merger Agreement, the stock option was assumed by Oracle in the merger and replaced with an option to purchase 4,295 shares of Oracle common stock for $8.54 per share.
[F19]Pursuant to the Merger Agreement, the stock option was assumed by Oracle in the merger and replaced with an option to purchase 1,431 shares of Oracle common stock for $8.54 per share.
[F2]In connection with the achievement of certain performance goals by the issuer during 2010, 6,250 of the restricted stock units became fully vested. Pursuant to the terms of a change in control agreement between the issuer and the reporting person, 50% of the remaining unvested restricted stock units accelerated and became fully vested as of the closing of the merger. All of the vested restricted stock units were converted into the right to receive $6.00 in cash, without interest and less any applicable withholding taxes.
[F20]Pursuant to the Merger Agreement, the stock option was assumed by Oracle in the merger and replaced with an option to purchase 7,755 shares of Oracle common stock for $8.22 per share.
[F21]Pursuant to the Merger Agreement, the stock option was assumed by Oracle in the merger and replaced with an option to purchase 1,789 shares of Oracle common stock for $8.22 per share.
[F22]Pursuant to the Merger Agreement, the stock option was assumed by Oracle in the merger and replaced with an option to purchase 15,786 shares of Oracle common stock for $6.60 per share.
[F23]Pursuant to the Merger Agreement, the stock option was assumed by Oracle in the merger and replaced with an option to purchase 3,303 shares of Oracle common stock for $6.60 per share.
[F3]Pursuant to the Merger Agreement, each unvested restricted stock unit was assumed by Oracle Corporation and converted into a restricted stock unit for 0.1909 shares of Oracle Corporation common stock.
[F4]The restricted stock units assumed by Oracle Corporation will continue to vest in equal annual installments.
[F5]In connection with the achievement of certain performance goals by the issuer during 2010, all of the restricted stock units became fully vested. As of the closing of the merger all of the vested restricted stock units were converted into the right to receive $6.00 in cash, without interest and less any applicable withholding taxes.
[F6]Pursuant to the terms of a change in control agreement between the issuer and the reporting person, 50% of the restricted stock units accelerated and became fully vested as of the closing of the merger and were converted into the right to receive $6.00 in cash, without interest and less any applicable withholding taxes.
[F7]In connection with the achievement of certain performance goals by the issuer during 2010, all of the restricted stock units became fully vested. As of the closing of the merger all of the vested restricted stock units were converted into the right to receive $6.00 in cash, without interest and less any applicable withholding taxes.
[F8]This option is fully vested.
[F9]Pursuant to the Merger Agreement, the stock option was assumed by Oracle in the merger and replaced with an option to purchase 14,586 shares of Oracle common stock for $14.72 per share.

Documents

1 file

4
c10456_4x0.xmlPrimary
MAIN DOCUMENT DESCRIPTION

Issuer

ART TECHNOLOGY GROUP INC

CIK 0001086195

→

Entity typeother

Related Parties

filerCIK 0001323603

Filing Metadata

Form type: 4
Filed: Jan 5, 7:00 PM ET
Accepted: Jan 6, 3:43 PM ET
Size: 68.8 KB

View on SEC.gov