4//SEC Filing
ROCHESTER MEDICAL CORPORATION 4
Accession 0001209191-13-052744
CIK 0000868368operating
Filed
Nov 17, 7:00 PM ET
Accepted
Nov 18, 12:37 PM ET
Size
25.1 KB
Accession
0001209191-13-052744
Insider Transaction Report
Form 4
CONWAY PHILIP J
Vice President
Transactions
- Disposition to Issuer
Common Stock
2013-11-14$20.00/sh−9,600$192,000→ 0 total(indirect: By Spouse) - Award
Common Stock
2013-11-14+15,363→ 409,506 total - Disposition to Issuer
Stock Option (Right to Buy)
2013-11-14$7.70/sh−20,000$154,000→ 0 totalExercise: $12.30From: 2007-11-21Exp: 2016-11-21→ Common Stock (20,000 underlying) - Disposition to Issuer
Stock Option (Right to Buy)
2013-11-14$9.28/sh−20,000$185,600→ 0 totalExercise: $10.72From: 2012-01-27Exp: 2021-01-27→ Common Stock (20,000 underlying) - Disposition to Issuer
Stock Option (Right to Buy)
2013-11-14$14.30/sh−20,000$286,000→ 0 totalExercise: $5.70From: 2007-01-26Exp: 2016-01-26→ Common Stock (20,000 underlying) - Disposition to Issuer
Stock Option (Right to Buy)
2013-11-14$8.77/sh−20,000$175,400→ 0 totalExercise: $11.23From: 2009-02-06Exp: 2018-02-06→ Common Stock (20,000 underlying) - Disposition to Issuer
Stock Option (Right to Buy)
2013-11-14$7.73/sh−20,000$154,600→ 0 totalExercise: $12.27From: 2011-01-28Exp: 2020-01-28→ Common Stock (20,000 underlying) - Disposition to Issuer
Common Stock
2013-11-14$20.00/sh−409,506$8,190,120→ 0 total - Disposition to Issuer
Stock Option (Right to Buy)
2013-11-14$8.73/sh−20,000$174,600→ 0 totalExercise: $11.27From: 2010-02-03Exp: 2019-02-03→ Common Stock (20,000 underlying) - Disposition to Issuer
Stock Option (Right to Buy)
2013-11-14$15.30/sh−17,000$260,100→ 0 totalExercise: $4.70From: 2006-01-01Exp: 2015-01-01→ Common Stock (17,000 underlying)
Footnotes (3)
- [F1]On November 14, 2013, in connection with the acquisition of Rochester Medical Corporation (the "Company") by C. R. Bard, Inc., a New Jersey corporation ("Bard") pursuant to the Agreement and Plan of Merger dated September 3, 2013 (the "Merger Agreement") among the Company, Bard and a wholly owned subsidiary of Bard, at the effective time of the merger contemplated by the Merger Agreement (the "Merger"), these shares of Company common stock were cancelled and converted into the right to receive a cash payment of $20.00 per share, without interest and less any applicable withholding taxes.
- [F2]In accordance with the related award agreements and the Merger Agreement, the restricted stock units vested upon the effectiveness of the Merger and were simultaneously cancelled in exchange for the right to receive a cash payment of $20.00 per share, without interest and less any applicable withholding taxes.
- [F3]These options originally provided for vesting in 25% annual cumulative installments beginning the date set forth. Pursuant to the Merger Agreement, upon the effectiveness of the Merger the vesting of these options was accelerated and they were cancelled in exchange for the right to receive a cash payment per option equal to the excess of $20.00 over the per share exercise price of the option.
Documents
Issuer
ROCHESTER MEDICAL CORPORATION
CIK 0000868368
Entity typeoperating
IncorporatedMN
Related Parties
1- filerCIK 0000868368
Filing Metadata
- Form type
- 4
- Filed
- Nov 17, 7:00 PM ET
- Accepted
- Nov 18, 12:37 PM ET
- Size
- 25.1 KB