Home/Filings/4/0001209191-21-009835
4//SEC Filing

Modder Roger Keith 4

Accession 0001209191-21-009835

CIK 0001207074other

Filed

Feb 10, 7:00 PM ET

Accepted

Feb 11, 6:30 PM ET

Size

13.2 KB

Accession

0001209191-21-009835

Insider Transaction Report

Form 4
Period: 2021-02-11
Modder Roger Keith
Pres., Asia, EVP Global Serv.
Transactions
  • Disposition to Issuer

    Performance-based restricted stock unit awards

    2021-02-1125,6900 total
    Common Stock (25,690 underlying)
  • Disposition to Issuer

    Performance-based restricted stock unit awards

    2021-02-1124,8900 total
    Common Stock (24,890 underlying)
  • Disposition to Issuer

    Performance-based restricted stock unit awards

    2021-02-1128,0000 total
    Common Stock (28,000 underlying)
  • Disposition to Issuer

    Common Stock

    2021-02-11254,3060 total
Footnotes (3)
  • [F1]This Form 4 reports securities disposed of pursuant to the terms of the Agreement and Plan of Merger, dated as of September 9, 2020 (the "Merger Agreement"), by and among Austin HoldCo Inc., Austin BidCo Inc. ("Sub"), and the Issuer, pursuant to which Sub merged with and into the Issuer (the "Merger") effective as of February 11, 2021 (the "Effective Time"). At the Effective Time, each issued and outstanding share of common stock of the Issuer and 70% of the unvested restricted stock units and performance stock units (the "Units") held by the Reporting Person were cancelled and converted into the right to receive $51.35 per share in cash without interest and net of any withholding of taxes thereon.
  • [F2]Pursuant to the terms of the Merger Agreement, at the Effective Time, 30% of the unvested Units were cancelled and replaced with the right to receive $51.35 in cash per Unit, without interest and net of any withholding taxes thereon, which payment shall be made following the earliest of (a) the applicable vesting date, (b) the date that is 12 months following the Effective Time or (c) the date that is 60 days after the date the Reporting Person's employment is terminated by the Issuer without cause (as defined in the Merger Agreement) or by the Reporting Person for good reason (as defined in the Merger Agreement).
  • [F3]Includes 49,656 unvested Units.

Issuer

VIRTUSA CORP

CIK 0001207074

Entity typeother

Related Parties

1
  • filerCIK 0001406394

Filing Metadata

Form type
4
Filed
Feb 10, 7:00 PM ET
Accepted
Feb 11, 6:30 PM ET
Size
13.2 KB