4//SEC Filing
POPEYES LOUISIANA KITCHEN, INC. 4
Accession 0001209191-17-022903
CIK 0001041379operating
Filed
Mar 26, 8:00 PM ET
Accepted
Mar 27, 11:45 AM ET
Size
26.8 KB
Accession
0001209191-17-022903
Insider Transaction Report
Form 4
Lynch Richard
Chief Marketing Officer
Transactions
- Disposition to Issuer
Common Stock
2017-03-27$79.00/sh−55,756$4,404,724→ 0 total - Disposition to Issuer
Stock Option (Right to Buy)
2017-03-27−3,897→ 0 totalExercise: $34.75Exp: 2020-04-05→ Common Stock (3,897 underlying) - Disposition to Issuer
Stock Option (Right to Buy)
2017-03-27−6,410→ 0 totalExercise: $41.66Exp: 2021-04-05→ Common Stock (6,410 underlying) - Disposition to Issuer
Stock Option (Right to Buy)
2017-03-27−4,551→ 0 totalExercise: $59.75Exp: 2022-04-05→ Common Stock (4,551 underlying) - Disposition to Issuer
Stock Option (Right to Buy)
2017-03-27−6,196→ 0 totalExercise: $52.91Exp: 2023-04-05→ Common Stock (6,196 underlying) - Disposition to Issuer
Stock Unit (Contingent Right to Common Stock)
2017-03-27−19,244→ 0 totalExercise: $0.00Exp: 2017-03-27→ Common Stock (19,244 underlying) - Award
PSU
2017-03-27+8,608→ 8,608 totalExercise: $0.00Exp: 2017-03-27→ Common Stock (8,608 underlying) - Disposition to Issuer
PSU
2017-03-27−8,608→ 0 totalExercise: $0.00Exp: 2017-03-27→ Common Stock (8,608 underlying) - Disposition to Issuer
Stock Option (Right to Buy)
2017-03-27−4,730→ 0 totalExercise: $15.32Exp: 2018-04-05→ Common Stock (4,730 underlying) - Disposition to Issuer
Stock Option (Right to Buy)
2017-03-27−5,932→ 0 totalExercise: $16.52Exp: 2019-04-10→ Common Stock (5,932 underlying)
Footnotes (5)
- [F1]As of March 27, 2017, Issuer was acquired in a cash tender by an indirect subsidiary of Restaurant Brands International Inc. at a purchase price of $79 per share (the "Tender Offer"), as described more fully in the Schedule 14D-9 filed by the Issuer on February 27, 2017 and as subsequently supplemented and amended. All dispositions by Reporting Person in the Tender Offer were approved in advance by Issuer's Board of Directors.
- [F2]Issuer outstanding unvested restricted stock units ("RSA's") became fully vested under the terms of the Tender Offer and all vested RSA's were then converted into the $79 per share cash consideration. Performance share units ("PSU's") that were awarded because the Compensation Committee of the Board of Directors had determined the achievement of performance goals but remained subject to time vesting became vested on March 27, 2017 and were converted into the Tender Offer $79 cash consideration.
- [F3]Under the terms of the Tender Offer, Issuer outstanding stock options, if not yet vested became vested, and all Issuer stock options were converted into cash consideration at the amount of the difference between the exercise price of the option and the Tender Offer price of $79 per share.
- [F4]Issuer outstanding unvested restricted stock units ("RSU's") became fully vested under the terms of the Tender Offer and all vested RSU's were then converted into the $79 per share cash consideration in connection with the Tender Offer.
- [F5]Under the terms of The Tender Offer, PSU's previously awarded but where the Compensation Committee of the Board of Directors had not yet determined the fulfillment of the performance criteria (therefore, not yet reported on a Form 4) were deemed to have been earned and became immediately vested. These accelerated PSU's were then converted into the $79 per share cash consideration in connection with the Tender Offer.
Documents
Issuer
POPEYES LOUISIANA KITCHEN, INC.
CIK 0001041379
Entity typeoperating
IncorporatedMN
Related Parties
1- filerCIK 0001041379
Filing Metadata
- Form type
- 4
- Filed
- Mar 26, 8:00 PM ET
- Accepted
- Mar 27, 11:45 AM ET
- Size
- 26.8 KB