4//SEC Filing
Jones Christopher L. 4
Accession 0001209191-18-043646
CIK 0001430592other
Filed
Jul 22, 8:00 PM ET
Accepted
Jul 23, 6:42 PM ET
Size
33.4 KB
Accession
0001209191-18-043646
Insider Transaction Report
Form 4
Jones Christopher L.
See Remarks
Transactions
- Disposition to Issuer
Restricted Stock Units
2018-07-19−14,814→ 0 totalExercise: $0.00→ Common Stock (14,814 underlying) - Disposition to Issuer
Employee Stock Option (Right to Buy)
2018-07-19−26,635→ 0 totalExercise: $55.96→ Common Stock (26,635 underlying) - Disposition to Issuer
Employee Stock Option (Right to Buy)
2018-07-19−115,414→ 0 totalExercise: $31.43→ Common Stock (115,414 underlying) - Disposition to Issuer
Employee Stock Option (Right to Buy)
2018-07-19−52,684→ 0 totalExercise: $44.30→ Common Stock (52,684 underlying) - Disposition to Issuer
Restricted Stock Units
2018-07-19−5,250→ 0 totalExercise: $0.00→ Common Stock (5,250 underlying) - Disposition to Issuer
Restricted Stock Units
2018-07-19−20,334→ 0 totalExercise: $0.00→ Common Stock (20,334 underlying) - Disposition to Issuer
Restricted Stock Units
2018-07-19−25,291→ 0 totalExercise: $0.00→ Common Stock (25,291 underlying) - Disposition to Issuer
Employee Stock Option (Right to Buy)
2018-07-19−8,514→ 0 totalExercise: $7.99→ Common Stock (8,514 underlying) - Disposition to Issuer
Employee Stock Option (Right to Buy)
2018-07-19−39,420→ 0 totalExercise: $21.39→ Common Stock (39,420 underlying) - Disposition to Issuer
Employee Stock Option (Right to Buy)
2018-07-19−48,570→ 0 totalExercise: $26.22→ Common Stock (48,570 underlying) - Disposition to Issuer
Employee Stock Option (Right to Buy)
2018-07-19−96,371→ 0 totalExercise: $26.43→ Common Stock (96,371 underlying) - Disposition to Issuer
Common Stock
2018-07-19$45.00/sh−54,566$2,455,470→ 0 total - Disposition to Issuer
Employee Stock Option (Right to Buy)
2018-07-19−71,554→ 0 totalExercise: $34.40→ Common Stock (71,554 underlying)
Footnotes (4)
- [F1]This Form 4 reports securities disposed of pursuant to the terms of the Agreement and Plan of Merger (the "Merger Agreement"), dated as of April 29, 2018, by and among Financial Engines, Inc. (the "Company"), Edelman Financial, L.P., (the "Parent"), and Flashdance Merger Sub, Inc. ("Merger Sub"), a copy of which is filed as Exhibit 2.1 to the Company's Form 8-K filed with the SEC on May 2, 2018, pursuant to which the Company became a wholly-owned subsidiary of Parent (the "Merger") on July 19, 2018 (the "Effective Time"). At the Effective Time, each issued and outstanding share of common stock of the Company was cancelled and converted into the right to receive $45.00 in cash, (the "Merger Consideration") without interest and subject to applicable withholding taxes.
- [F2]Each restricted stock unit represents a contingent right to receive one share of Financial Engines, Inc. common stock.
- [F3]At the Effective Time, each outstanding restricted stock unit award became fully vested and was cancelled and converted into the right to receive the Merger Consideration in respect of each vested share of common stock of the Company subject to such award, in each case subject to withholding taxes if applicable.
- [F4]At the Effective Time, each outstanding option to acquire shares of common stock of the Company became fully vested (to the extent unvested) and was cancelled and converted into the right to receive the product of (1) the excess, if any, of the Merger Consideration over the applicable exercise price of such option, multiplied by (2) the total number of shares of common stock of the Company subject to such option, subject to applicable withholding taxes. Any options that had an exercise price per share that was equal to or greater than the Merger Consideration were cancelled for no consideration.
Documents
Issuer
Financial Engines, Inc.
CIK 0001430592
Entity typeother
Related Parties
1- filerCIK 0001486178
Filing Metadata
- Form type
- 4
- Filed
- Jul 22, 8:00 PM ET
- Accepted
- Jul 23, 6:42 PM ET
- Size
- 33.4 KB