Tully Christopher 4

Accession 0001209191-13-006296

CIK 0001208208other

View on SEC.gov Company Profile

Filed

Feb 3, 7:00 PM ET

Accepted

Feb 4, 9:26 PM ET

Size

25.9 KB

Accession

0001209191-13-006296

Insider Transaction Report

Form 4

Period: 2013-01-31

DIGITALGLOBE, INC.DGI

Tully Christopher

SVP, U.S. Government Sales

Transactions

Award
RSU
2013-01-31+3,001→ 3,001 total
From: 2013-03-08Exp: 2013-03-31→ Common stock (3,001 underlying)
Award
Option
2013-01-31+6,399→ 6,399 total
Exercise: $28.99Exp: 2019-03-08→ Common stock (6,399 underlying)
Award
Option
2013-01-31+28,079→ 28,079 total
Exercise: $20.20Exp: 2020-03-15→ Common stock (28,079 underlying)
Award
Common stock
2013-01-31+8,991→ 8,991 total
Award
RSU
2013-01-31+2,145→ 2,145 total
From: 2014-03-14Exp: 2022-04-18→ Common stock (2,145 underlying)
Award
Option
2013-01-31+8,708→ 8,708 total
Exercise: $15.78Exp: 2022-04-18→ Common stock (8,708 underlying)

Footnotes (9)

[F1]Assumes that the shares of GeoEye common stock owned by the Reporting Person were exchanged for 1.425 shares of DigitalGlobe common stock at the time of consummation of the transactions contemplated by the Merger Agreement. Prior to the time of consummation of the transactions, the Reporting Person beneficially owned 6,310 shares of GeoEye common stock. Please refer to the "Explanatory Note" attached as Exhibit 99 to this Form 4. The Reporting Person will file an amended Form 4 as soon as reasonably practicable following AST's completion of the consideration proration and adjustment calculation.
[F2]Restricted Stock Units ("RSUs"). Each award of GeoEye RSUs outstanding immediately prior to the consummation of the transactions contemplated by the Merger Agreement has been converted into the right to receive, on the same terms and conditions as were applicable under such award immediately prior to the consummation of the transactions: (i) a maximum number of shares of DigitalGlobe common stock (rounded down to the nearest whole share) determined by multiplying the number of GeoEye shares subject to such award immediately prior to the Effective Time by 1.137, and (ii) a maximum amount of cash (rounded down to the nearest whole cent) determined by multiplying the number of GeoeEye shares subject to such award immediately prior to the effective time by $4.10.
[F3]Each RSU represents the right to receive, following vesting, one share of DigitalGlobe common stock.
[F4]Prior to the time of consummation of the transactions, the Reporting Person held 1,846 GeoEye RSUs. The 1,846 GeoEye RSU's are to vest on March 8, 2013, and are to be paid out at 143% (2,640 GeoEye RSUs). As such, the Reporting Person will hold 3,001 DigitalGlobe RSUs on the date of vesting, March 8, 2013.
[F5]Prior to the time of consummation of the transactions, Reporting Person held 1,887 GeoEye restricted stock units which will vest, if at all, on March 14, 2014.
[F6]Each option outstanding immediately prior to the consummation of the merger has been converted into an option covering shares of DigitalGlobe common stock. The number of shares of DigitalGlobe common stock subject to the new option is equal to the number of shares of GeoEye common stock previously subject to the corresponding GeoEye option multiplied by 1.425 (rounded down to the nearest whole share). The per share exercise price of the new option is equal to the per share exercise price of the corresponding GeoEye option divided by 1.425 (rounded up to the nearest whole cent).
[F7]Prior to the time of consummation of the transactions, the Reporting Person held an option to acquire up to 19,705 shares of GeoEye of common stock, of which 9,852 are vested, 4,926 will become vested on March 15, 2013, and 4,927 will become vested on March 15, 2014.
[F8]Prior to the time of consummation of the transactions, the Reporting Person held an option to acquire up to 4,491 shares of GeoEye common stock, of which 1,122 are vested, 1,123 will become vested on March 8, 2013, 1,123 will become vested on March 8, 2014, and 1,123 will become vested on March 8, 2015.
[F9]Prior to the time of consummation of the transactions, the Reporting Person held an option to acquire up to 6,111 shares of GeoEye of common stock, of which none are vested, 1,527 will become vested on April 18, 2013, 1,528 will become vested on April 18, 2014, 1,528 will become vested on April 18, 2015, and 1,528 will become vested on April 18, 2016.

Documents

2 files

Issuer

DIGITALGLOBE, INC.

CIK 0001208208

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Entity typeother

Related Parties

filerCIK 0001310453

Filing Metadata

Form type: 4
Filed: Feb 3, 7:00 PM ET
Accepted: Feb 4, 9:26 PM ET
Size: 25.9 KB

View on SEC.gov