4//SEC Filing
Gross Michael C. 4
Accession 0001209191-19-062060
CIK 0000809933other
Filed
Dec 29, 7:00 PM ET
Accepted
Dec 30, 10:50 AM ET
Size
11.3 KB
Accession
0001209191-19-062060
Insider Transaction Report
Form 4
Gross Michael C.
Director
Transactions
- Disposition to Issuer
Class B Common Stock
2019-12-30$15.00/sh−5,949$89,235→ 0 total(indirect: By Trust) - Disposition to Issuer
Class A Common Stock
2019-12-30$15.00/sh−6,386$95,790→ 0 total - Disposition to Issuer
Class B Common Stock
2019-12-30$15.00/sh−17,500$262,500→ 0 total - Disposition to Issuer
Class A Common Stock
2019-12-30$15.00/sh−1,376$20,640→ 0 total
Footnotes (4)
- [F1]On August 28, 2019 the Issuer entered into an Agreement and Plan of Merger (the"Merger Agreement")with WSP Global inc., a Canadian corporation (the "Parent") and Everest Acquisition Corp., a New York corporation and a direct subsidiary of the Parent) the "Merger Sub"). Pursuant to the terms of the Merger Agreement and the Merger (as defined in the Merger Agreement), each share of the Issuer's common stock (the "Company Common Stock") held by the Reporting Person was acquired, at a purchase price of $15.00 per share (the "Price Per Share") in cash
- [F2]Class B Common Stock is convertible one-for-one into Class A Common Stock
- [F3]Reporting Person is one of three co-trustees of an inter vivos trust established by his parents for their benefit that owns these shares of Class B Common Stock and is a one-third contingent remainder beneficiary of the trust's assets which include a total of 17,848 of such shares of which he disclaims beneficial interest in 11,899 of those shares.
- [F4]Represents shares previously owned by Reporting Person as one of three co-trustees of an inter vivos trust established by his father for the benefit of his mother, himself and his siblings that owned shares of Class B Common Stock. The Reporting Person was a one-third contingent remainder beneficiary of the trust's assets which included 52,500 of such shares of whch he disclaimed beneficial intest in 35,000 of those shares. As Reporting Person's mother passed away on June 3, 2019, the 17,500 shares were distributed by the trust and are now owned directly by the Reporting Person.
Documents
Issuer
ECOLOGY & ENVIRONMENT INC
CIK 0000809933
Entity typeother
Related Parties
1- filerCIK 0001482368
Filing Metadata
- Form type
- 4
- Filed
- Dec 29, 7:00 PM ET
- Accepted
- Dec 30, 10:50 AM ET
- Size
- 11.3 KB