Home/Filings/4/0001209191-17-022988
4//SEC Filing

POPEYES LOUISIANA KITCHEN, INC. 4

Accession 0001209191-17-022988

CIK 0001041379operating

Filed

Mar 26, 8:00 PM ET

Accepted

Mar 27, 5:26 PM ET

Size

22.4 KB

Accession

0001209191-17-022988

Insider Transaction Report

Form 4
Period: 2017-03-27
SKEHAN ANDREW G
COO, International
Transactions
  • Disposition to Issuer

    Common Stock

    2017-03-27$79.00/sh25,620$2,023,9800 total
  • Disposition to Issuer

    Stock Option (Right to Buy)

    2017-03-273,4960 total
    Exercise: $41.66Exp: 2021-04-05Common Stock (3,496 underlying)
  • Disposition to Issuer

    Stock Unit (Contingent Right to Common Shares)

    2017-03-272,4520 total
    Exercise: $0.00Exp: 2017-03-27Common Stock (2,452 underlying)
  • Disposition to Issuer

    Stock Option (Right to Buy)

    2017-03-274,5510 total
    Exercise: $59.75Exp: 2022-04-05Common Stock (4,551 underlying)
  • Disposition to Issuer

    Stock Option (Right to Buy)

    2017-03-271,2000 total
    Exercise: $34.75Exp: 2020-04-05Common Stock (4,798 underlying)
  • Disposition to Issuer

    PSU

    2017-03-278,6080 total
    Exercise: $0.00Exp: 2017-03-27Common Stock (8,608 underlying)
  • Disposition to Issuer

    Stock Option (Right to Buy)

    2017-03-276,1960 total
    Exercise: $52.91Exp: 2023-04-05Common Stock (6,196 underlying)
  • Award

    PSU

    2017-03-27+8,6088,608 total
    Exercise: $0.00Exp: 2017-03-27Common Stock (8,608 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.

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, 5:26 PM ET
Size
22.4 KB