4//SEC Filing
NEWPORT CORP 4
Accession 0001213184-16-000096
CIK 0000225263operating
Filed
May 1, 8:00 PM ET
Accepted
May 2, 6:47 PM ET
Size
25.2 KB
Accession
0001213184-16-000096
Insider Transaction Report
Form 4
NEWPORT CORPNEWP
PHILLIPPY ROBERT J
DirectorPresident & CEO
Transactions
- Disposition to Issuer
Stock Appreciation Right
2016-04-29−54,000→ 0 totalExercise: $18.29Exp: 2021-05-19→ Common Stock (54,000 underlying) - Disposition to Issuer
Common Stock
2016-04-29$23.00/sh−236,255$5,433,865→ 0 total - Disposition to Issuer
Stock Appreciation Right
2016-04-29−26,250→ 0 totalExercise: $17.12Exp: 2019-04-12→ Common Stock (26,250 underlying) - Disposition to Issuer
Common Stock
2016-04-29$23.00/sh−51,714$1,189,422→ 0 total(indirect: By Trust) - Disposition to Issuer
Common Stock
2016-04-29−29,920→ 0 total - Disposition to Issuer
Stock Appreciation Right
2016-04-29−25,950→ 0 totalExercise: $12.47Exp: 2017-03-31→ Common Stock (25,950 underlying) - Disposition to Issuer
Stock Appreciation Right
2016-04-29−18,660→ 0 totalExercise: $17.06Exp: 2018-05-17→ Common Stock (18,660 underlying) - Disposition to Issuer
Stock Appreciation Right
2016-04-29−52,140→ 0 totalExercise: $13.74Exp: 2020-05-20→ Common Stock (52,140 underlying) - Disposition to Issuer
Common Stock
2016-04-29−18,000→ 0 total - Disposition to Issuer
Stock Appreciation Right
2016-04-29−44,880→ 0 totalExercise: $19.11Exp: 2022-05-19→ Common Stock (44,880 underlying)
Footnotes (10)
- [F1]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.
- [F10]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 27,551 shares of MKS' common stock having a base value of $31.13 per share.
- [F2]Shares had been held by reporting person and his spouse as trustees of a family trust.
- [F3]Restricted stock units representing the right to receive a total of 18,000 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 11,050 shares of MKS' common stock.
- [F4]Restricted stock units representing the right to receive a total of 29,920 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 18,367 shares of MKS' common stock.
- [F5]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 15,930 shares of MKS' common stock having a base value of $20.32 per share.
- [F6]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 11,455 shares of MKS' common stock having a base value of $27.79 per share.
- [F7]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 16,114 shares of MKS' common stock having a base value of $27.89 per share.
- [F8]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 32,008 shares of MKS' common stock having a base value of $22.39 per share.
- [F9]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 33,150 shares of MKS' common stock having a base value of $29.80 per share.
Documents
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, 6:47 PM ET
- Size
- 25.2 KB