4//SEC Filing
Edwards Joseph A 4
Accession 0001209191-13-007848
CIK 0001267201other
Filed
Feb 10, 7:00 PM ET
Accepted
Feb 11, 6:58 PM ET
Size
19.4 KB
Accession
0001209191-13-007848
Insider Transaction Report
Form 4
Edwards Joseph A
Director
Transactions
- Disposition to Issuer
Stock Option (right to buy)
2013-02-07−3,611→ 0 totalExercise: $15.29Exp: 2018-05-20→ Common Stock (3,611 underlying) - Disposition to Issuer
Stock Option (right to buy)
2013-02-07−2,950→ 0 totalExercise: $18.32Exp: 2017-05-15→ Common Stock (2,950 underlying) - Disposition to Issuer
Stock Option (right to buy)
2013-02-07−11,528→ 0 totalExercise: $8.92Exp: 2019-05-19→ Common Stock (11,528 underlying) - Disposition to Issuer
Common Stock
2013-02-07$11.11/sh−40,434$449,222→ 0 total - Disposition to Issuer
Stock Option (right to buy)
2013-02-07−5,764→ 0 totalExercise: $10.91Exp: 2020-05-18→ Common Stock (5,764 underlying) - Disposition to Issuer
Stock Option (right to buy)
2013-02-07−6,061→ 0 totalExercise: $9.67Exp: 2021-05-17→ Common Stock (6,061 underlying) - Disposition to Issuer
Stock Option (right to buy)
2013-02-07−6,873→ 0 totalExercise: $8.52Exp: 2022-05-15→ Common Stock (6,873 underlying)
Footnotes (11)
- [F1]Disposed of pursuant to the Agreement and Plan of Merger, dated as of August 27, 2012 (the "Merger Agreement"), among the issuer, Enstar Group Limited and AML Acquisition, Corp., pursuant to which AML Acquisition, Corp. merged with and into the issuer (the "Merger"), with the issuer surviving the Merger as a wholly-owned subsidiary of Enstar, effective February 7, 2013.
- [F10]One quarter of this option vested on May 17, 2012 and the remaining three quarters vest ratably over the 36 months following May 17, 2012.
- [F11]One quarter of this option vests on May 15, 2013 and the remaining three quarters vest ratably over the 36 months folloing May 15, 2013.
- [F2]This amount includes 18,748 shares of time vesting restricted stock that were granted under the issuer's Amended and Restated 2005 Long-Term Equity Incentive Plan. Pursuant to the Merger Agreement, all restrictions applicable to restricted stock expired immediately prior to the effective time of the Merger and the reporting person became entitled to receive the $11.11 per share merger consideration with respect to each such share.
- [F3]Disposed of pursuant to the Merger Agreement.
- [F4]One quarter of this option vested on May 15, 2008 and the remaining three quarters vested ratably over the 36 months following May 15, 2008.
- [F5]All options with an exercise price above the $11.11 per share merger consideration were cancelled in the Merger and no payment was made thereon.
- [F6]One quarter of this option vested on May 20, 2009 and the remaining three quarters vested ratably over the 36 months following May 20, 2009.
- [F7]One quarter of this option vested on May 19, 2010 and the remaining three quarters vest ratably over the 36 months following May 19, 2010.
- [F8]Pursuant to the Merger Agreement, options, to the extent unvested, became fully vested immediately prior to the effective time of the Merger, and the reporting person became entitled to receive the $11.11 per share merger consideration less the exercise price per share with respect to each share of common stock subject to the option.
- [F9]One quarter of this option vested on May 18, 2011 and the remaining three quarters vest ratably over the 36 months following May 18, 2011.
Documents
Issuer
SeaBright Holdings, Inc.
CIK 0001267201
Entity typeother
Related Parties
1- filerCIK 0001381636
Filing Metadata
- Form type
- 4
- Filed
- Feb 10, 7:00 PM ET
- Accepted
- Feb 11, 6:58 PM ET
- Size
- 19.4 KB