D'Andrea Harry J 4
4 · MARTEK BIOSCIENCES CORP · Filed Mar 1, 2011
Insider Transaction Report
Form 4
D'Andrea Harry J
Director
Transactions
- Exercise/Conversion
Restricted Stock Units
2011-02-25−2,533→ 0 total→ Common Stock (2,533 underlying) - Award
Common Stock
2011-02-25+2,533→ 2,533 total - Disposition to Issuer
Common Stock
2011-02-25$31.50/sh−2,533$79,790→ 0 total
Footnotes (4)
- [F1]Represents shares of Martek's common stock acquired on the vesting of restricted stock units originally granted in March 2010. Pursuant to Martek's Amended and Restated 2004 Stock Incentive Plan and the Agreement and Plan of Merger, dated December 20, 2010, between Martek, Koninklijke DSM N.V. and Greenback Acquisition Corporation ("Purchaser"), immediately prior to the consummation of the merger of Purchaser (the "Merger") with and into Martek, the restricted stock units vested in full and were settled for shares of common stock with the right to receive the per share Merger consideration of $31.50. The Merger was consummated on February 25, 2011.
- [F2]Disposed of pursuant to the Merger.
- [F3]Each restricted stock unit represents a contingent right to receive one share of Martek common stock.
- [F4]These restricted stock units, which were to vest on the earlier of the one-year anniversary of their grant date of March 19, 2009 or the date of the first annual meeting after the grant date, had their vesting accelerated pursuant to the Merger Agreement and were settled for shares of common stock of Martek.