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4//SEC Filing

PHOENIX COMPANIES INC/DE 4

Accession 0001214659-16-012341

CIK 0001129633operating

Filed

Jun 21, 8:00 PM ET

Accepted

Jun 22, 4:20 PM ET

Size

8.0 KB

Accession

0001214659-16-012341

Insider Transaction Report

Form 4
Period: 2016-06-20
Transactions
  • Disposition to Issuer

    Common Stock

    2016-06-202000 total
  • Disposition to Issuer

    Restricted Stock Units (Director Retainer)

    2016-06-2011,382.8150 total
    Common Stock (11,382.815 underlying)
Footnotes (3)
  • [F1]On June 20, 2016, Nassau Reinsurance Group Holdings, L.P. ("Nassau") acquired The Phoenix Companies, Inc. (the "Company") pursuant to the Agreement and Plan of Merger by and among Nassau, Davero Merger Sub Corp., a direct wholly-owned subsidiary of Nassau ("Merger Sub"), and the Company, dated as of September 28, 2015 (the "Merger Agreement"). In accordance with the Merger Agreement, Merger Sub merged with and into the Company (the "Merger"), with the Company surviving the Merger as a wholly owned subsidiary of Nassau. As a result of the Merger, the Company ceased to be a publicly traded company.
  • [F2]At the effective time of the Merger, pursuant to the Merger Agreement, each outstanding share of the Company's common stock was converted into the right to receive $37.50 per share in cash (the "Merger Consideration").
  • [F3]Pursuant to the Merger Agreement, outstanding Restricted Stock Units ("RSUs"), whether vested or unvested, were cancelled at the effective time of the Merger and converted into the right to receive, without interest, an amount equal to the product of the number of shares previously subject to the RSUs and the Merger Consideration less any required withholding taxes.

Issuer

PHOENIX COMPANIES INC/DE

CIK 0001129633

Entity typeoperating
IncorporatedDE

Related Parties

1
  • filerCIK 0001129633

Filing Metadata

Form type
4
Filed
Jun 21, 8:00 PM ET
Accepted
Jun 22, 4:20 PM ET
Size
8.0 KB