4//SEC Filing
SolarWinds, Inc. 4
Accession 0001209191-16-096994
CIK 0001428669operating
Filed
Feb 8, 7:00 PM ET
Accepted
Feb 9, 5:58 PM ET
Size
37.9 KB
Accession
0001209191-16-096994
Insider Transaction Report
Form 4
HIBBERD DOUGLAS G
Senior VP, Product Development
Transactions
- Disposition to Issuer
Common Stock
2016-02-05$60.10/sh−6,246$375,385→ 41,038 total - Disposition to Issuer
Employee Stock Option (right to buy)
2016-02-05$6.71/sh−26,336$176,715→ 0 totalExercise: $53.39Exp: 2023-02-06→ Common Stock (26,336 underlying) - Disposition to Issuer
Employee Stock Option (right to buy)
2016-02-05$6.71/sh−13,152$88,250→ 0 totalExercise: $53.39Exp: 2023-02-06→ Common Stock (13,152 underlying) - Disposition to Issuer
Employee Stock Option (right to buy)
2016-02-05$17.64/sh−66,110$1,166,180→ 0 totalExercise: $42.46Exp: 2024-02-06→ Common Stock (66,110 underlying) - Disposition to Issuer
Employee Stock Option (right to buy)
2016-02-05$11.38/sh−51,290$583,680→ 0 totalExercise: $48.72Exp: 2025-02-03→ Common Stock (51,290 underlying) - Disposition to Issuer
Common Stock
2016-02-05$60.10/sh−23,400$1,406,340→ 16,448 total - Disposition to Issuer
Common Stock
2016-02-05$60.10/sh−8,951$537,955→ 59,785 total - Disposition to Issuer
Common Stock
2016-02-05$60.10/sh−1,190$71,519→ 39,848 total - Disposition to Issuer
Common Stock
2016-02-05$60.10/sh−16,448$988,525→ 0 total - Disposition to Issuer
Common Stock
2016-02-05$60.10/sh−12,501$751,310→ 47,284 total - Disposition to Issuer
Employee Stock Option (right to buy)
2016-02-05$55.75/sh−9,712$541,476→ 0 totalExercise: $4.35Exp: 2017-11-14→ Common Stock (9,712 underlying) - Disposition to Issuer
Employee Stock Option (right to buy)
2016-02-05$41.23/sh−676$27,871→ 0 totalExercise: $18.87Exp: 2020-02-25→ Common Stock (676 underlying) - Disposition to Issuer
Employee Stock Option (right to buy)
2016-02-05$40.04/sh−4,406$176,416→ 0 totalExercise: $20.06Exp: 2021-01-04→ Common Stock (4,406 underlying) - Disposition to Issuer
Employee Stock Option (right to buy)
2016-02-05$32.07/sh−40,763$1,307,269→ 0 totalExercise: $28.03Exp: 2022-01-04→ Common Stock (40,763 underlying)
Footnotes (14)
- [F1]Disposed of pursuant to the Agreement and Plan of Merger between and among SolarWinds, Inc., Project Aurora Holdings, LLC and Project Aurora Merger Corp. (the "Merger Agreement") in exchange for a cash payment of $60.10 per share.
- [F10]Represents the disposition of options, which provided for vesting of 1/60th of the shares subject to the option on February 4, 2012 and each month thereafter. The options were cancelled pursuant to the Merger Agreement in exchange for a cash payment of $32.07 per share subject to the option. This per share price represents the difference between the applicable exercise price of the option and the per share merger consideration of $60.10.
- [F11]Represents the disposition of options, which provided for vesting of 1/48th of the shares subject to the option on March 6, 2013 and each month thereafter. The options were cancelled pursuant to the Merger Agreement in exchange for a cash payment of $6.71 per share subject to the option. This per share price represents the difference between the applicable exercise price of the option and the per share merger consideration of $60.10.
- [F12]Represents the disposition of options, which provided for vesting of 1/60th of the shares subject to the option on March 6, 2013 and each month thereafter. The options were cancelled pursuant to the Merger Agreement in exchange for a cash payment of $6.71 per share subject to the option. This per share price represents the difference between the applicable exercise price of the option and the per share merger consideration of $60.10.
- [F13]Represents the disposition of options, which provided for vesting of 1/4th of the shares subject to the option on February 6, 2015 and 1/48th each month thereafter. The options were cancelled pursuant to the Merger Agreement in exchange for a cash payment of $17.64 per share subject to the option. This per share price represents the difference between the applicable exercise price of the option and the per share merger consideration of $60.10.
- [F14]Represents the disposition of options, which provided for vesting of 1/4th of the shares subject to the option on February 3, 2016 and 1/48th each month thereafter. The options were cancelled pursuant to the Merger Agreement in exchange for a cash payment of $11.38 per share subject to the option. This per share price represents the difference between the applicable exercise price of the option and the per share merger consideration of $60.10.
- [F2]Represents the disposition of restricted stock units, which provided for vesting in five equal annual installments beginning January 4, 2013, which units were cancelled pursuant to the Merger Agreement in exchange for (i) a cash payment equal to the product of $60.10 per share and 50% of the number of shares subject to the cancelled restricted stock units to be paid as promptly is practicable following the closing of the merger and (ii) a contingent right to receive a cash payment of $60.10 per share subject to the satisfaction of the original vesting conditions applicable to the remaining cancelled restricted stock units as promptly as practicable following the dates on which the vesting conditions are satisfied.
- [F3]Represents the disposition of restricted stock units, which provided for vesting in four equal annual installments beginning February 6, 2014, which units were cancelled pursuant to the Merger Agreement in exchange for (i) a cash payment equal to the product of $60.10 per share and 50% of the number of shares subject to the cancelled restricted stock units to be paid as promptly is practicable following the closing of the merger and (ii) a contingent right to receive a cash payment of $60.10 per share subject to the satisfaction of the original vesting conditions applicable to the remaining cancelled restricted stock units as promptly as practicable following the dates on which the vesting conditions are satisfied.
- [F4]Represents the disposition of restricted stock units, which provided for vesting in five equal annual installments beginning February 6, 2014, which units were cancelled pursuant to the Merger Agreement in exchange for (i) a cash payment equal to the product of $60.10 per share and 50% of the number of shares subject to the cancelled restricted stock units to be paid as promptly is practicable following the closing of the merger and (ii) a contingent right to receive a cash payment of $60.10 per share subject to the satisfaction of the original vesting conditions applicable to the remaining cancelled restricted stock units as promptly as practicable following the dates on which the vesting conditions are satisfied.
- [F5]Represents the disposition of restricted stock units, which provided for vesting in four equal annual installments beginning February 6, 2015, which units were cancelled pursuant to the Merger Agreement in exchange for (i) a cash payment equal to the product of $60.10 per share and 50% of the number of shares subject to the cancelled restricted stock units to be paid as promptly is practicable following the closing of the merger and (ii) a contingent right to receive a cash payment of $60.10 per share subject to the satisfaction of the original vesting conditions applicable to the remaining cancelled restricted stock units as promptly as practicable following the dates on which the vesting conditions are satisfied.
- [F6]Represents the disposition of restricted stock units, which provided for vesting in four equal annual installments beginning February 3, 2016, which units were cancelled pursuant to the Merger Agreement in exchange for (i) a cash payment equal to the product of $60.10 per share and 50% of the number of shares subject to the cancelled restricted stock units to be paid as promptly is practicable following the closing of the merger and (ii) a contingent right to receive a cash payment of $60.10 per share subject to the satisfaction of the original vesting conditions applicable to the remaining cancelled restricted stock units as promptly as practicable following the dates on which the vesting conditions are satisfied.
- [F7]Represents the disposition of options, which provided for vesting of 1/4th of the shares subject to the option on November 14, 2008 and 1/48th each month thereafter. The options were cancelled pursuant to the Merger Agreement in exchange for a cash payment of $55.7533 per share subject to the option. This per share price represents the difference between the applicable exercise price of the option and the per share merger consideration of $60.10.
- [F8]Represents the disposition of options, which provided for vesting of 1/4th of the shares subject to the option on February 25, 2011 and 1/48th each month thereafter. The options were cancelled pursuant to the Merger Agreement in exchange for a cash payment of $41.23 per share subject to the option. This per share price represents the difference between the applicable exercise price of the option and the per share merger consideration of $60.10.
- [F9]Represents the disposition of options, which provided for vesting of 1/4th of the shares subject to the option on January 4, 2012 and 1/48th each month thereafter. The options were cancelled pursuant to the Merger Agreement in exchange for a cash payment of $40.04 per share subject to the option. This per share price represents the difference between the applicable exercise price of the option and the per share merger consideration of $60.10.
Documents
Issuer
SolarWinds, Inc.
CIK 0001428669
Entity typeoperating
IncorporatedDE
Related Parties
1- filerCIK 0001428669
Filing Metadata
- Form type
- 4
- Filed
- Feb 8, 7:00 PM ET
- Accepted
- Feb 9, 5:58 PM ET
- Size
- 37.9 KB