Galvin William 4
4 · ANIXTER INTERNATIONAL INC · Filed Jun 23, 2020
Insider Transaction Report
Form 4
Galvin William
Executive VP - ECS
Transactions
- Gift
Common Stock
2020-04-29−2,200→ 155,950 total - Disposition to Issuer
Common Stock
2020-06-22−155,950→ 0 total - Disposition to Issuer
Options to Purchase Common Stock
2020-06-22−12,817→ 0 total→ Common Stock (12,817 underlying)
Footnotes (5)
- [F1]Includes 96,886 restricted common stock units.
- [F2]On June 22, 2020, Anixter International, Inc. (the "Issuer") was acquired by WESCO International, Inc. ("WESCO") pursuant to the Agreement and Plan of Merger (the "Merger Agreement"), dated as of January 10, 2020, by and among the Issuer, WESCO and Warrior Merger Sub, Inc., a wholly owned subsidiary of WESCO (the "Merger").
- [F3]Pursuant to the Merger Agreement, immediately prior to the Effective Time, each outstanding in-the-money stock option became fully vested and was cancelled in exchange for the right to receive, in consideration of and in full settlement thereof, in respect of each share of Issuer common stock underlying such award, a cash payment (without interest) equal to the value of the Merger Consideration less the applicable per share exercise price of the stock option. Outstanding out-of-the-money stock options were cancelled at the Effective Time for no consideration.
- [F4]Pursuant to the Merger Agreement, immediately prior to the Effective Time, each outstanding restricted common stock unit granted prior to January 10, 2020 became fully vested (in the case of any performance-based restricted stock units, with the level of achievement of performance-based vesting criteria measured in accordance with the terms of the applicable award agreement) and was cancelled in exchange for the right to receive, in consideration of and in full settlement thereof, in respect of each share of Issuer common stock underlying such award, a cash payment (without interest) equal to the value of the Merger Consideration. Each outstanding restricted common stock unit granted on or after January 10, 2020 was converted into a cash-settled WESCO phantom stock unit.
- [F5]Pursuant to the Merger Agreement, immediately prior to the Effective Time, each outstanding in-the-money stock option became fully vested and was cancelled in exchange for the right to receive, in consideration of and in full settlement thereof, in respect of each share of Issuer common stock underlying such award, a cash payment (without interest) equal to the value of the Merger Consideration less the applicable per share exercise price of the stock option. Outstanding out-of-the-money stock options were cancelled at the Effective Time for no consideration.