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Home/Filings/4/0001213184-16-000092
4//SEC Filing

NEWPORT CORP 4

Accession 0001213184-16-000092

CIK 0000225263operating
View on SEC.govCompany Profile

Filed

May 1, 8:00 PM ET

Accepted

May 2, 6:43 PM ET

Size

31.9 KB

Accession

0001213184-16-000092

Insider Transaction Report

Form 4
Period: 2016-04-29
NEWPORT CORPNEWP
COYNE JEFFREY B
Sr. VP, General Counsel & Sec.
Transactions
  • Disposition to Issuer

    Common Stock

    2016-04-29$23.00/sh−35,008$805,184→ 0 total(indirect: By Trust)
  • Disposition to Issuer

    Common Stock

    2016-04-29−5,550→ 0 total
  • Disposition to Issuer

    Stock Appreciation Right

    2016-04-29−10,965→ 0 total
    Exercise: $12.47Exp: 2017-03-31→ Common Stock (10,965 underlying)
  • Gift

    Common Stock

    2016-04-12−17,037→ 73,170 total
  • Disposition to Issuer

    Stock Appreciation Right

    2016-04-29−11,100→ 0 total
    Exercise: $17.12Exp: 2019-04-12→ Common Stock (11,100 underlying)
  • Disposition to Issuer

    Stock Appreciation Right

    2016-04-29−13,830→ 0 total
    Exercise: $19.11Exp: 2022-05-19→ Common Stock (13,830 underlying)
  • Gift

    Common Stock

    2016-04-12−58,400→ 14,770 total
  • Gift

    Common Stock

    2016-04-12+58,400→ 58,400 total(indirect: By Trust)
  • Disposition to Issuer

    Common Stock

    2016-04-29$23.00/sh−58,400$1,343,200→ 0 total(indirect: By Trust)
  • Disposition to Issuer

    Common Stock

    2016-04-29−9,220→ 0 total
  • Gift

    Common Stock

    2016-04-12+17,037→ 35,008 total(indirect: By Trust)
  • Disposition to Issuer

    Stock Appreciation Right

    2016-04-29−7,890→ 0 total
    Exercise: $17.06Exp: 2018-05-17→ Common Stock (7,890 underlying)
  • Disposition to Issuer

    Stock Appreciation Right

    2016-04-29−19,380→ 0 total
    Exercise: $13.74Exp: 2020-05-20→ Common Stock (19,380 underlying)
  • Disposition to Issuer

    Stock Appreciation Right

    2016-04-29−16,650→ 0 total
    Exercise: $18.29Exp: 2021-05-19→ Common Stock (16,650 underlying)
Footnotes (15)
  • [F1]Shares were transferred by gift by reporting person to himself as trustee of a family trust.
  • [F10]Stock appreciation right, which became fully vested on March 31, 2013, was assumed by MKS in connection with the Merger and was converted into a stock appreciation right with respect to a total of 6,731 shares of MKS' common stock having a base value of $20.32 per share.
  • [F11]Stock appreciation right, which became fully vested on March 31, 2014, was assumed by MKS in connection with the Merger and was converted into a stock appreciation right with respect to a total of 4,843 shares of MKS' common stock having a base value of $27.79 per share.
  • [F12]Stock appreciation right, which became fully vested on March 31, 2015, was assumed by MKS in connection with the Merger and was converted into a stock appreciation right with respect to a total of 6,814 shares of MKS' common stock having a base value of $27.89 per share.
  • [F13]Stock appreciation right, which became fully vested on March 31, 2016, was assumed by MKS in connection with the Merger and was converted into a stock appreciation right with respect to a total of 11,897 shares of MKS' common stock having a base value of $22.39 per share.
  • [F14]Stock appreciation right, which vests in equal 1/3rd installments on March 31, 2015, 2016 and 2017, was assumed by MKS in connection with the Merger and was converted into a stock appreciation right with respect to a total of 10,221 shares of MKS' common stock having a base value of $29.80 per share.
  • [F15]Stock appreciation right, which vests in equal 1/3rd installments on March 31, 2016, 2017 and 2018, was assumed by MKS in connection with the Merger and was converted into a stock appreciation right with respect to a total of 8,490 shares of MKS' common stock having a base value of $31.13 per share.
  • [F2]Shares are held by reporting person as trustee of a family trust.
  • [F3]Shares were transferred by gift by reporting person to himself and his spouse as trustees of a family trust.
  • [F4]Shares are held by reporting person and his spouse as trustees of a family trust.
  • [F5]On April 29, 2016, pursuant to the Agreement and Plan of Merger between the issuer, MKS Instruments, Inc. ("MKS") and MKS' wholly owned subsidiary, PSI Equipment, Inc. ("Merger Sub"), dated February 22, 2016 (the "Merger Agreement"), Merger Sub merged with and into the issuer (the "Merger"), with the issuer surviving the Merger as a wholly owned subsidiary of MKS. Pursuant to the Merger Agreement, at the effective time of the Merger, the shares were automatically converted into a right to receive $23.00 per share in cash.
  • [F6]Shares had been held by reporting person as trustee of a family trust.
  • [F7]Shares had been held by reporting person and his spouse as trustees of a family trust.
  • [F8]Restricted stock units representing the right to receive a total of 5,550 shares of the issuer's common stock, which vest on March 31, 2017, were assumed by MKS in connection with the Merger and were converted into restricted stock units representing the right to receive a total of 3,407 shares of MKS' common stock.
  • [F9]Restricted stock units representing the right to receive a total of 9,220 shares of the issuer's common stock, which vest in two equal installments on March 31, 2017 and March 31, 2018, were assumed by MKS in connection with the Merger and were converted into restricted stock units representing the right to receive a total of 5,660 shares of MKS' common stock.

Documents

1 file

Issuer

NEWPORT CORP

CIK 0000225263

→
Entity typeoperating
IncorporatedNV

Related Parties

1
  • filerCIK 0000225263

Filing Metadata

Form type
4
Filed
May 1, 8:00 PM ET
Accepted
May 2, 6:43 PM ET
Size
31.9 KB
View on SEC.gov