4//SEC Filing
Rahimian Saeid 4
Accession 0001209191-13-011028
CIK 0000084290other
Filed
Feb 21, 7:00 PM ET
Accepted
Feb 22, 5:24 PM ET
Size
19.7 KB
Accession
0001209191-13-011028
Insider Transaction Report
Form 4
Rahimian Saeid
VP & President - Fluid Mgt.
Transactions
- Disposition to Issuer
Common Shares
2013-02-20$60.00/sh−1,739$104,340→ 0 total - Disposition to Issuer
Option (Right to Buy)
2013-02-20$23.49/sh−4,846$113,833→ 0 totalExercise: $36.51Exp: 2021-10-05→ Common Shares (4,846 underlying) - Disposition to Issuer
Common Shares
2013-02-20$60.00/sh−53,859$3,231,540→ 0 total - Award
Performance Shares
2013-02-20+1,673→ 1,673 total→ Common Shares (1,673 underlying) - Disposition to Issuer
Option (Right to Buy)
2013-02-20$33.32/sh−3,876$129,148→ 0 totalExercise: $26.68Exp: 2020-10-05→ Common Shares (3,876 underlying) - Award
Common Shares
2013-02-20+94→ 53,859 total - Disposition to Issuer
Performance Shares
2013-02-20$60.00/sh−1,673$100,380→ 0 total→ Common Shares (1,673 underlying)
Footnotes (7)
- [F1]These shares were issued as dividend equivalents with respect to performance shares earned under the Company's Long-Term Incentive Plan, a sub-plan under the Company's 2004 Stock Incentive Plan, and were canceled in the merger of Raven Process Corp., a wholly-owned subsidiary of National Oilwell Varco, Inc., with and into the Company in exchange for a cash payment representing the number of common shares subject to the award multiplied by the merger price of the common shares of the Company ($60.00 per share).
- [F2]The number of shares reported includes 1,407 performance shares that were earned for achieving performance levels for the fiscal year ended August 31, 2012, which were previously reported on Table I of a prior Form 4 as owned common shares based on staff interpretations.
- [F3]Disposed of pursuant to the Agreement and Plan of Merger dated as of August 8, 2012, by and among the Company, Raven Process Corp. and National Oilwell Varco, Inc. (the "Merger Agreement"), in exchange for a cash payment representing the number of shares held by the reporting person multiplied by the merger price of the common shares of the Company ($60.00 per share).
- [F4]These common shares were held by the Robbins & Myers, Inc. Employee Savings Plan Trust and were disposed of pursuant to the Merger Agreement in exchange for a cash payment representing the number of shares held multiplied by the merger price of the common shares of the Company ($60.00 per share).
- [F5]Pursuant to the Merger Agreement, these performance shares, the award of which provided for annual vesting based on achieving performance levels for the fiscal years ending August 31, 2012, August 31, 2013 and August 31, 2014, vested based on target performance levels and were canceled in the merger in exchange for a cash payment representing the number of common shares subject to the award multiplied by the merger price of the common shares of the Company ($60.00 per share). The number of performance shares reported does not include the performance shares that were earned for achieving the performance levels for the fiscal year ended August 31, 2012, which were previously reported on Table I of a prior Form 4 as owned common shares based on staff interpretations.
- [F6]This option, which provided for vesting in three equal annual installments commencing one year after the date of grant, was canceled in the merger in exchange for a cash payment representing the difference between the exercise price of the option and the merger price of the common shares of the Company ($60.00 per share).
- [F7]This option, which provided for vesting in three equal annual installments commencing one year after the date of grant, was canceled in the merger in exchange for a cash payment representing the difference between the exercise price of the option and the merger price of the common shares of the Company ($60.00 per share).
Documents
Issuer
ROBBINS & MYERS, INC.
CIK 0000084290
Entity typeother
Related Parties
1- filerCIK 0001294679
Filing Metadata
- Form type
- 4
- Filed
- Feb 21, 7:00 PM ET
- Accepted
- Feb 22, 5:24 PM ET
- Size
- 19.7 KB