4//SEC Filing
Brennan Maria I 4
Accession 0001209191-21-067496
CIK 0001381531other
Filed
Dec 1, 7:00 PM ET
Accepted
Dec 2, 2:23 PM ET
Size
16.4 KB
Accession
0001209191-21-067496
Insider Transaction Report
Form 4
Domtar CORPUFS
Brennan Maria I
SVP, Procurement
Transactions
- Disposition to Issuer
Restricted Stock Units
2021-11-30$55.50/sh−790.302$43,862→ 0 total→ Common Stock (790.302 underlying) - Disposition to Issuer
Performance Stock Units
2021-11-30$55.50/sh−70.76$3,927→ 0 total→ Common Stock (70.76 underlying) - Disposition to Issuer
Restricted Stock Units
2021-11-30$55.50/sh−1,203.211$66,778→ 0 total→ Common Stock (1,203.211 underlying) - Disposition to Issuer
Restricted Stock Units
2021-11-30$55.50/sh−1,207.8$67,033→ 0 total→ Common Stock (1,207.8 underlying) - Disposition to Issuer
Performance Stock Units
2021-11-30$55.50/sh−114.86$6,375→ 0 total→ Common Stock (114.86 underlying)
Footnotes (4)
- [F1]Each Stock Unit is the economic equivalent of one share of Common Stock of Domtar Corporation.
- [F2]Pursuant to the terms of that certain Agreement and Plan of Merger, dated as of May 10, 2021, by and among, Domtar Corporation, Karta Halten B.V., Pearl Merger Sub Inc., Paper Excellence B.V., and Hervey Investments B.V. (the "Merger Agreement") each Restricted Stock Unit ("RSU") that was outstanding as of immediately prior to the Effective Time, whether vested or unvested, other than a RSU granted during the year of the closing of the Merger (a "CIC Year RSU"), was cancelled and converted into the right to receive a cash payment equal to the product of (i) the total number of shares of Common Stock underlying such RSU multiplied by (ii) the Merger Consideration, without any interest and subject to all applicable withholding. All terms capitalized but not defined shall have the respective meanings given to them in the Merger Agreement.
- [F3]The RSU credited to the Reporting Person's account represents a CIC Year RSU. Each CIC Year RSU was canceled and converted into the right to receive a cash payment equal to the product of (i) (x) the total number of shares of Common Stock underlying each such CIC Year RSU multiplied by (y) the Merger Consideration, without any interest and subject to all applicable withholding, multiplied by (ii) a fraction, the numerator of which is the number of days elapsed from the first day of the calendar year in which the closing of the Merger occurs through the Closing Date, and the denominator of which is 365.
- [F4]Pursuant to the Merger Agreement, each Performance Stock Unit ("PSU") that was outstanding as of immediately prior to the Effective Time, whether or not vested, other than a PSU granted during the year of the closing of the Merger (a "CIC Year PSU"), immediately vested and was cancelled and converted into the right to receive a cash payment equal to the product of (i) the total number of shares of Common Stock underlying such PSU multiplied by (ii) the Merger Consideration, without any interest and subject to all applicable withholding. The number of shares of Common Stock underlying the reported PSUs was determined based on the actual level of performance achieved for the applicable performance period for any portion of such PSU with respect to which the performance period was completed as of the closing of the Merger.
Documents
Issuer
Domtar CORP
CIK 0001381531
Entity typeother
Related Parties
1- filerCIK 0001847042
Filing Metadata
- Form type
- 4
- Filed
- Dec 1, 7:00 PM ET
- Accepted
- Dec 2, 2:23 PM ET
- Size
- 16.4 KB