4//SEC Filing
Couch Robert M. 4
Accession 0001209191-18-050419
CIK 0001516973other
Filed
Sep 10, 8:00 PM ET
Accepted
Sep 11, 1:33 PM ET
Size
9.1 KB
Accession
0001209191-18-050419
Insider Transaction Report
Form 4
Couch Robert M.
Director
Transactions
- Disposition to Issuer
Restricted Stock Units
2018-09-07−15,505→ 0 total - Disposition to Issuer
Common Stock, par value $0.01 per share
2018-09-07−7,300→ 0 total - Disposition to Issuer
Common Stock, par value $0.01 per share
2018-09-07−11,930.42→ 0 total
Footnotes (3)
- [F1]In connection with the completion on September 7, 2018 of the previously-announced merger (the "Merger") of MTGE Investment Corp., a Maryland corporation (the "Company"), with Mountain Merger Sub Corporation ("Purchaser"), a wholly owned subsidiary of Annaly Capital Management, Inc. ("Parent"), pursuant to the terms of the Agreement and Plan of Merger, dated as of May 2, 2018 (the "Merger Agreement"), by and among Parent, Purchaser and the Company, at the effective time of the Merger, the restricted stock units were cancelled and converted into the right to receive $9.82 in cash and 0.9519 shares of Parent common stock in respect of each restricted stock unit, less applicable tax.
- [F2]Represents common stock held in a director nominee account awarded for previously vested restricted stock units and elected to be exchanged for the right to receive $9.82 in cash and 0.9519 shares of Parent common stock per share of Company common stock.
- [F3]Mr. Couch elected the all-stock consideration in the exchange offer and will receive consideration in the form of $19.65 in cash for each share not accepted for the all-stock election due to proration and 1.9037 shares of Annaly common stock per share of MTGE common stock for shares that were accepted for the all-stock election.
Documents
Issuer
MTGE Investment Corp.
CIK 0001516973
Entity typeother
Related Parties
1- filerCIK 0001526871
Filing Metadata
- Form type
- 4
- Filed
- Sep 10, 8:00 PM ET
- Accepted
- Sep 11, 1:33 PM ET
- Size
- 9.1 KB