4//SEC Filing
WEBSENSE INC 4
Accession 0001209191-13-033989
CIK 0001098277operating
Filed
Jun 26, 8:00 PM ET
Accepted
Jun 27, 6:35 PM ET
Size
27.9 KB
Accession
0001209191-13-033989
Insider Transaction Report
Form 4
WEBSENSE INCWBSN
NEWMAN MICHAEL A
SVP, General CounselOther
Transactions
- Disposition to Issuer
Common Stock
2013-06-25−27,086→ 0 total - Disposition to Issuer
Common Stock
2013-06-25−99,100→ 0 total - Award
Common Stock
2013-06-25+16,875→ 16,875 total - Disposition to Issuer
Common Stock
2013-06-25−19,168→ 0 total - Disposition to Issuer
Stock Option (right to buy)
2013-06-25$4.01/sh−50,000$200,500→ 0 totalExercise: $20.74Exp: 2019-04-30→ Common Stock (50,000 underlying) - Disposition to Issuer
Stock Option (right to buy)
2013-06-25$0.82/sh−26,000$21,320→ 0 totalExercise: $23.93Exp: 2014-05-01→ Common Stock (26,000 underlying) - Disposition to Issuer
Common Stock
2013-06-25−16,875→ 0 total - Disposition to Issuer
Stock Option (right to buy)
2013-06-25$5.66/sh−30,000$169,650→ 0 totalExercise: $19.09Exp: 2014-07-30→ Common Stock (30,000 underlying) - Disposition to Issuer
Stock Option (right to buy)
2013-06-25$4.25/sh−50,000$212,500→ 0 totalExercise: $20.50Exp: 2015-01-31→ Common Stock (50,000 underlying) - Disposition to Issuer
Stock Option (right to buy)
2013-06-25$10.14/sh−67,500$684,450→ 0 totalExercise: $14.61Exp: 2020-02-10→ Common Stock (67,500 underlying) - Disposition to Issuer
Stock Option (right to buy)
2013-06-25$6.01/sh−40,000$240,400→ 0 totalExercise: $18.74Exp: 2015-05-07→ Common Stock (40,000 underlying) - Disposition to Issuer
Stock Option (right to buy)
2013-06-25$7.34/sh−67,500$495,788→ 0 totalExercise: $17.41Exp: 2019-02-10→ Common Stock (67,500 underlying)
Footnotes (6)
- [F1]Includes 821 shares that were acquired June 20, 2013 per the Issuer's Employer Stock Purchase Plan.
- [F2]Per the terms of the Agreement and Plan of Merger, dated as of May 19, 2013, by and among Tomahawk Acquisition, LLC; Tomahawk Merger Sub, Inc. and Websense, Inc. (the "Merger Agreement") and the Offer (as defined in the Merger Agreement), each share of Websense common stock was validly tendered for $24.75 per share in cash.
- [F3]Per the terms of the Merger Agreement, each restricted stock unit granted that was outstanding as of the Acceptance Time (as defined in the Merger Agreement), was cancelled and converted into the right to receive cash in amount equal to $24.75 per share.
- [F4]On February 10, 2013, the reporting person received a performance stock unit award (the "PSU") to vest only upon satisfaction of certain corporate performance criteria for 2013. In connection with the merger, the PSU was settled for the maximum number of shares.
- [F5]Per the terms of the Merger Agreement, each PSU that was outstanding as of the Acceptance Time was cancelled and converted into the right to receive cash in an amount equal to $24.75 per share.
- [F6]Per the terms of the Merger Agreement, each stock option that was outstanding and unexercised as of the Acceptance Time, whether or not vested, was cancelled and converted into the right to receive cash in amount equal to (i) the total number of shares subject to each such option immediately prior to the Acceleration Time (without regard to vesting) multiplied by (ii) the excess, if any, of (x) $24.75 over (y) the exercise price payable per share under each such stock option.
Documents
Issuer
WEBSENSE INC
CIK 0001098277
Entity typeoperating
IncorporatedDE
Related Parties
1- filerCIK 0001098277
Filing Metadata
- Form type
- 4
- Filed
- Jun 26, 8:00 PM ET
- Accepted
- Jun 27, 6:35 PM ET
- Size
- 27.9 KB