Li Yanbing 4
4 · NEOPHOTONICS CORP · Filed Aug 5, 2022
Insider Transaction Report
Form 4
Li Yanbing
Director
Transactions
- Disposition to Issuer
Common Stock
2022-08-03−13,207→ 0 total - Disposition to Issuer
Restricted Stock Unit (right to acquire)
2022-08-03−5,787→ 0 totalExercise: $0.00→ Common Stock (5,787 underlying) - Disposition to Issuer
Non-Qualified Stock Option (right to buy)
2022-08-03−3,821→ 0 totalExercise: $10.17→ Common Stock (3,821 underlying)
Footnotes (3)
- [F1]Pursuant to the Agreement and Plan of Merger (the "Merger Agreement") dated November 3, 2021, by and among the Issuer, Lumentum Holdings Inc., a Delaware corporation ("Lumentum"), and Neptune Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Lumentum ("Merger Sub"), on August 3, 2022 (the "Closing Date"), Merger Sub merged with and into the Issuer (the "Merger"), with the Issuer continuing as the surviving corporation and a wholly owned subsidiary of Lumentum. In connection with the Merger, these shares were cancelled and converted into the right to receive $16.00 in cash, without interest, per share, subject to the terms and conditions of the Merger Agreement (the "Merger Consideration").
- [F2]Options to purchase common stock of the Issuer, whether vested or unvested as of immediately prior to the Closing Date, were cancelled and converted into the right to receive the Merger Consideration, less the exercise price per share of such cancelled option.
- [F3]Restricted Stock Unit Awards of the Issuer, whether vested or unvested as of immediately prior to the Closing Date, were cancelled and converted into the right to receive the Merger Consideration.