Zeltiq Aesthetics Inc 4
4 · Zeltiq Aesthetics Inc · Filed Apr 28, 2017
Insider Transaction Report
Form 4
Hauser Brent
President, North America
Transactions
- Other
Common Stock
2017-04-28−26,411→ 0 total - Other
Stock Option (right to buy)
2017-04-28−17,149→ 0 totalExercise: $42.71Exp: 2027-01-08→ Common Stock (17,149 underlying) - Other
Stock Option (right to buy)
2017-04-28−937→ 0 totalExercise: $5.97Exp: 2023-06-23→ Common Stock (937 underlying) - Other
Stock Option (right to buy)
2017-04-28−1,250→ 0 totalExercise: $4.00Exp: 2023-03-13→ Common Stock (1,250 underlying)
Footnotes (4)
- [F1]Disposed of pursuant to the Agreement and Plan of Merger, dated as of February 13, 2017, by and among Allergan Holdco US, Inc., a wholly owned subsidiary of Allergan plc ("Allergan"), Blizzard Merger Sub, Inc. ("Merger Sub"), and the Issuer (the "Merger Agreement"), as approved by the board of directors of the Issuer, whereby Merger Sub merged with and into the Issuer, with the Issuer continuing on as the surviving corporation (the "Merger").
- [F2]Pursuant to the terms of the Merger Agreement, out of the total of 26,411 shares held by the Reporting Person, (i) 5,799 shares were canceled and converted into the right to receive $56.50 per share in cash, without interest and subject to any applicable withholding of taxes (the "Merger Consideration"), and (ii) 20,612 shares, representing unvested restricted stock units, were converted into a corresponding award of restricted stock units with respect to ordinary shares of Allergan, on the same terms and conditions as were applicable under such restricted stock units, as adjusted based on an exchange ratio.
- [F3]This fully vested option was canceled and converted in the Merger into the right to receive cash equal to the number of shares subject to such option multiplied by the excess, if any, of the Merger Consideration over the exercise price of such option.
- [F4]This unvested option was converted in the Merger into a corresponding option to purchase ordinary shares of Allergan, on the same terms and conditions as were applicable under such option, as adjusted based on an exchange ratio.