STEPHAN MARK E 4

Accession 0001209191-11-016543

CIK 0001098659other

View on SEC.gov Company Profile

Filed

Mar 8, 7:00 PM ET

Accepted

Mar 9, 3:15 PM ET

Size

28.2 KB

Accession

0001209191-11-016543

Insider Transaction Report

Form 4

Period: 2011-03-04

MEDIACOM COMMUNICATIONS CORPMCCC

STEPHAN MARK E

DirectorExec. V.P., CFO

Transactions

Disposition to Issuer
Class B common stock
2011-03-04−212,222→ 0 total
→ Class A Common Stock (212,222 underlying)
Disposition to Issuer
Class A Common Stock
2011-03-04−292,691→ 0 total
Disposition to Issuer
Stock Options (right to buy)
2011-03-04−30,000→ 0 total
Exercise: $5.66Exp: 2012-03-01→ Class A Common Stock (30,000 underlying)
Disposition to Issuer
Stock Options (right to buy)
2011-03-04−59,000→ 0 total
Exercise: $4.37Exp: 2018-03-02→ Class A Common Stock (59,000 underlying)
Disposition to Issuer
Stock Options (right to buy)
2011-03-04−80,000→ 0 total
Exercise: $3.88Exp: 2018-11-12→ Class A Common Stock (80,000 underlying)
Disposition to Issuer
Stock Options (right to buy)
2011-03-04−102,000→ 0 total
Exercise: $3.95Exp: 2019-02-26→ Class A Common Stock (102,000 underlying)
Disposition to Issuer
Stock Options (right to buy)
2011-03-04−71,000→ 0 total
Exercise: $4.79Exp: 2020-03-02→ Class A Common Stock (71,000 underlying)
Disposition to Issuer
Stock Options (right to buy)
2011-03-04−40,000→ 0 total
Exercise: $7.58Exp: 2013-11-28→ Class A Common Stock (40,000 underlying)
Disposition to Issuer
Stock Options (right to buy)
2011-03-04−20,000→ 0 total
Exercise: $8.02Exp: 2014-02-25→ Class A Common Stock (20,000 underlying)
Disposition to Issuer
Stock Options (right to buy)
2011-03-04−40,000→ 0 total
Exercise: $8.00Exp: 2017-02-23→ Class A Common Stock (40,000 underlying)

Footnotes (13)

[F1]At a special meeting of stockholders of the Issuer held on March 4, 2011, the Issuer's stockholders adopted that certain Agreement and Plan of Merger, dated as of November 12, 2010, by and among the Issuer, JMC Communications LLC and Rocco B. Commisso (the "Merger Agreement").
[F10]These options provided for vesting in four equal annual installments beginning March 2, 2009. Pursuant to the terms of the Merger Agreement, options to purchase 44,250 shares of Class A common stock were cancelled and the Reporting Person is entitled to receive a cash payment equal to $4.38 per share of Class A common stock and options to purchase 14,750 shares of Class A common stock were cancelled and the Reporting Person is entitled to receive a cash payment equal to $4.38 per share of Class A common stock in accordance with the vesting schedule provided in, and subject to the terms of, the applicable option agreement.
[F11]These options will vest on November 12, 2012. Pursuant to the terms of the Merger Agreement, options to purchase 80,000 shares of Class A common stock were cancelled and the Reporting Person is entitled to receive a cash payment equal to $4.87 per share of Class A common stock on November 12, 2012 subject to the terms of the applicable option agreement.
[F12]These options provided for vesting in four equal annual installments beginning February 26, 2010. Pursuant to the terms of the Merger Agreement, options to purchase 51,000 shares of Class A common stock were cancelled and the Reporting Person is entitled to receive a cash payment equal to $4.80 per share of Class A common stock and options to purchase 51,000 shares of Class A common stock were cancelled and the Reporting Person is entitled to receive a cash payment equal to $4.80 per share of Class A common stock in accordance with the vesting schedule provided in, and subject to the terms of, the applicable option agreement.
[F13]These options provided for vesting in four equal annual installments beginning March 2, 2011. Pursuant to the terms of the Merger Agreement, options to purchase 17,750 shares of Class A common stock were cancelled and the Reporting Person is entitled to receive a cash payment equal to $3.96 per share of Class A common stock and options to purchase 53,250 shares of Class A common stock were cancelled and the Reporting Person is entitled to receive a cash payment equal to $3.96 per share of Class A common stock in accordance with the vesting schedule provided in, and subject to the terms of, the applicable option agreement.
[F2]These securities are composed of 145,691 shares of Class A common stock and 147,000 restricted stock units (representing 147,000 shares of Class A common stock). Pursuant to the terms of the Merger Agreement, 145,691 shares of Class A common stock were converted into the right to receive a cash payment equal to $8.75 per share of Class A common stock. Footnote 3 discusses the disposition of the restricted stock units.
[F3]Pursuant to the terms of the Merger Agreement, 147,000 restricted stock units were cancelled and the Reporting Person is entitled to receive a cash payment equal to $8.75 per share of Class A common stock according to the vesting schedule provided in, and subject to the terms of, the applicable restricted stock unit agreement.
[F4]Prior to the adoption of the Merger Agreement, each share of Class B common stock was convertible into one share of Class A common stock. The Class B common stock had no expiration date.
[F5]Pursuant to the terms of the Merger Agreement, the 212,222 shares of Class B common stock were converted into the right to receive a cash payment equal to $8.75 per share of Class B common stock.
[F6]These options provided for vesting in four equal annual installments beginning November 28, 2004. Pursuant to the terms of the Merger Agreement, options to purchase 40,000 shares of Class A common stock were cancelled and the Reporting Person is entitled to receive a cash payment equal to $1.17 per share of Class A common stock.
[F7]These options provided for vesting in three equal annual installments beginning February 25, 2005. Pursuant to the terms of the Merger Agreement, options to purchase 20,000 shares of Class A common stock were cancelled and the Reporting Person is entitled to receive a cash payment equal to $0.73 per share of Class A common stock.
[F8]These options provided for vesting in four equal annual installments beginning March 1, 2007. Pursuant to the terms of the Merger Agreement, options to purchase 30,000 shares of Class A common stock were cancelled and the Reporting Person is entitled to receive a cash payment equal to $3.09 per share of Class A common stock.
[F9]These options provided for vesting in four equal annual installments beginning February 23, 2008. Pursuant to the terms of the Merger Agreement, options to purchase 40,000 shares of Class A common stock were cancelled and the Reporting Person is entitled to receive a cash payment equal to $0.75 per share of Class A common stock.

Documents

1 file

4
c13835_4x0.xmlPrimary
MAIN DOCUMENT DESCRIPTION

Issuer

MEDIACOM COMMUNICATIONS CORP

CIK 0001098659

→

Entity typeother

Related Parties

filerCIK 0001104312

Filing Metadata

Form type: 4
Filed: Mar 8, 7:00 PM ET
Accepted: Mar 9, 3:15 PM ET
Size: 28.2 KB

View on SEC.gov