4//SEC Filing
Talen Energy Corp 4
Accession 0001209191-16-153600
$TLNCIK 0001622536operating
Filed
Dec 5, 7:00 PM ET
Accepted
Dec 6, 2:50 PM ET
Size
8.7 KB
Accession
0001209191-16-153600
Insider Transaction Report
Form 4
Cox Philip G
Director
Transactions
- Disposition to Issuer
Common Stock
2016-12-06−1,072→ 0 total - Disposition to Issuer
Stock Unit (DDCP)
2016-12-06−19,450.394→ 0 total→ Common Stock (19,450.394 underlying)
Footnotes (4)
- [F1]On December 6, 2016, pursuant to the Agreement and Plan of Merger dated as of June 2, 2016 (the "Merger Agreement"), by and among Talen Energy Corporation (the "Company"), RPH Parent LLC, SPH Parent LLC, CRJ Parent LLC and RJS Merger Sub Inc. ("Merger Sub"), Merger Sub merged with and into the Company, with the Company continuing as the surviving corporation on the terms and conditions set forth in the Merger Agreement (the "Merger").
- [F2]Pursuant to the Merger Agreement, each share of Company common stock outstanding as of immediately prior to the effective time of the Merger (the "Effective Time"), was, at the Effective Time, automatically converted into the right to receive $14.00 in cash, without interest (the "Merger Consideration").
- [F3]Represents stock units ("Director Stock Units") acquired under the Issuer's Directors Deferred Compensation Plan ("DDCP"). Each Director Stock Unit is the economic equivalent of one share of Issuer common stock. Pursuant to the terms of the DDCP, the Director Stock Units shall settle in common stock upon the director's retirement or separation from service. No conversion or exercise price applies.
- [F4]Pursuant to the Merger Agreement, all Director Stock Units outstanding immediately prior to the Effective Time were converted into the right to receive an amount in cash, based on the number of shares of Company common stock subject to the award and the Merger Consideration, and otherwise upon the terms and subject to the conditions set forth in the Merger Agreement.
Documents
Issuer
Talen Energy Corp
CIK 0001622536
Entity typeoperating
IncorporatedDE
Related Parties
1- filerCIK 0001622536
Filing Metadata
- Form type
- 4
- Filed
- Dec 5, 7:00 PM ET
- Accepted
- Dec 6, 2:50 PM ET
- Size
- 8.7 KB