4//SEC Filing
WAGNER LORI 4
Accession 0001214659-12-003477
CIK 0000912263other
Filed
Aug 6, 8:00 PM ET
Accepted
Aug 7, 7:04 PM ET
Size
8.1 KB
Accession
0001214659-12-003477
Insider Transaction Report
Form 4
TALBOTS INCTLB
WAGNER LORI
EVP, CMO, Talbots Brand
Transactions
- Disposition to Issuer
Stock Option (Right to Buy)
2012-08-03$0.39/sh−49,867$19,448→ 0 totalExercise: $2.36Exp: 2019-04-30→ Common Stock (49,867 underlying) - Disposition from Tender
Common Stock, par value $0.01 per share
2012-08-03$2.75/sh−80,117$220,322→ 0 total
Footnotes (3)
- [F1]On August 3, 2012, TLB Merger Sub Inc. ("Sub"), a direct wholly owned subsidiary of TLB Holdings LLC ("Parent"), successfully completed the tender offer (?Offer?) for all outstanding shares of common stock of The Talbots, Inc. ("Issuer") pursuant to the Agreement and Plan of Merger, dated May 30, 2012, by and among the Issuer, Sub and Parent, as amended by Amendment No. 1, dated July 20, 2012 (the "Merger Agreement"). Following the Offer on August 3, 2012, Sub merged with and into Issuer with Issuer surviving the merger as a wholly owned subsidiary of Parent (the "Merger"). To the extent unvested, all outstanding restricted stock and options under the Issuer?s 2003 Executive Stock Based Incentive Plan became vested pursuant to plan terms upon acceptance of the tendered shares in the Offer.
- [F2]Pursuant to the Merger Agreement, each option to acquire shares of Issuer common stock vested and was cancelled at the effective time of the Merger in exchange for the right to receive a cash amount equal to the number of shares underlying the option multiplied by the difference between the per share merger consideration of $2.75 and the per share exercise price of this option.
- [F3]This option provided for vesting in three equal annual installments beginning on April 30, 2010.
Documents
Issuer
TALBOTS INC
CIK 0000912263
Entity typeother
Related Parties
1- filerCIK 0001242888
Filing Metadata
- Form type
- 4
- Filed
- Aug 6, 8:00 PM ET
- Accepted
- Aug 7, 7:04 PM ET
- Size
- 8.1 KB