4//SEC Filing
Quinley Michael J. 4
Accession 0001209191-17-056412
CIK 0001406587other
Filed
Oct 9, 8:00 PM ET
Accepted
Oct 10, 3:53 PM ET
Size
24.0 KB
Accession
0001209191-17-056412
Insider Transaction Report
Form 4
Quinley Michael J.
President
Transactions
- Disposition to Issuer
Stock Appreciation Right
2017-10-05−25,381→ 0 totalExercise: $9.29From: 2019-02-10Exp: 2019-02-10→ Common Stock (25,381 underlying) - Disposition to Issuer
Market Stock Units
2017-10-05−18,526→ 0 totalFrom: 2018-02-10Exp: 2018-02-10→ Common Stock (22,484 underlying) - Disposition to Issuer
Common Stock
2017-10-05−40,369→ 0 total - Disposition to Issuer
Restricted Share Units
2017-10-05−27,132→ 0 total→ Common Stock (27,132 underlying) - Award
Common Stock
2017-10-05+4,428→ 4,428 total - Disposition to Issuer
Option (right to buy)
2017-10-05−25,650→ 0 totalExercise: $13.43From: 2016-09-25Exp: 2025-09-25→ Common Stock (25,650 underlying) - Disposition to Issuer
Option (right to buy)
2017-10-05−18,377→ 0 totalExercise: $14.08From: 2016-02-10Exp: 2025-02-10→ Common Stock (18,377 underlying) - Disposition to Issuer
Option (right to buy)
2017-10-05−16,094→ 0 totalExercise: $16.11From: 2022-02-14Exp: 2022-02-14→ Common Stock (16,094 underlying) - Disposition to Issuer
Restricted Share Units
2017-10-05−12,100→ 0 total→ Common Stock (12,100 underlying)
Footnotes (5)
- [F1]Upon the closing of the merger (the "Merger") pursuant to the Agreement and Plan of Merger (the "Merger Agreement"), dated as of June 29, 2017, by and among D.R. Horton, Inc., Force Merger Sub, Inc. and Forestar Group Inc. (the "Issuer"), each outstanding share of Issuer common stock ("Common Stock") was cancelled and converted into the right to receive either (i) a cash payment of $17.75 per share (the "Cash Consideration") or (ii) one new share of Common Stock, at the election of the holder and subject to proration. Due to proration, each holder of Common Stock who elected Cash Consideration received the Cash Consideration for 89.030037% of the shares subject to such election (rounded the nearest whole number) and one new share of Common Stock for the remainder of the shares of Common Stock subject to such election.
- [F2]The Reporting Person elected to receive Cash Consideration in the Merger, which was subject to proration as described in footnote 1.
- [F3]Pursuant to the Merger Agreement, upon the effectiveness of the Merger, each outstanding Issuer restricted share unit was cancelled and converted into the right to receive an amount of cash equal to the Cash Consideration, and each Issuer stock appreciation right and option to purchase Common Stock was cancelled and converted into the right to receive an amount of cash equal to the excess, if any, of the Cash Consideration over the reference price of such stock appreciation right or exercise price of such option, as applicable.
- [F4]Restricted share units accrued under a Company plan to be settled in stock following Reporting Person's retirement. Restricted share units are vested on the date of grant.
- [F5]Each market stock unit represented a contingent right to receive a variable number of shares of Common Stock based on the percent change in stock price (plus dividends if applicable) during the applicable three-year performance period, as further provided in the applicable award agreement. Pursuant to the Merger Agreement and the terms of the applicable market stock unit award agreement, upon the effectiveness of the Merger, each outstanding market stock unit was cancelled and converted into the right to receive an amount of cash equal to the Cash Consideration payable on 1.213654 shares of Common Stock.
Documents
Issuer
Forestar Group Inc.
CIK 0001406587
Entity typeother
Related Parties
1- filerCIK 0001666935
Filing Metadata
- Form type
- 4
- Filed
- Oct 9, 8:00 PM ET
- Accepted
- Oct 10, 3:53 PM ET
- Size
- 24.0 KB