4//SEC Filing
Johnson Paul Sherwood 4
Accession 0001214659-21-013213
CIK 0000047518other
Filed
Dec 14, 7:00 PM ET
Accepted
Dec 15, 8:40 PM ET
Size
28.2 KB
Accession
0001214659-21-013213
Insider Transaction Report
Form 4
Johnson Paul Sherwood
SVP & Pres. - PSS Acute Care
Transactions
- Disposition to Issuer
Employee Stock Option (Right to Buy)
2021-12-13$77.84/sh−2,409$187,517→ 0 totalExercise: $78.16Exp: 2027-11-08→ Common Stock (2,409 underlying) - Disposition to Issuer
Employee Stock Option (Right to Buy)
2021-12-13$59.04/sh−9,638$569,028→ 0 totalExercise: $96.96Exp: 2028-11-07→ Common Stock (9,638 underlying) - Disposition to Issuer
Employee Stock Option (Right to Buy)
2021-12-13$52.89/sh−14,787$782,084→ 0 totalExercise: $103.11Exp: 2029-11-06→ Common Stock (14,787 underlying) - Disposition to Issuer
Employee Stock Option (Right to Buy)
2021-12-13$61.86/sh−18,816$1,163,958→ 0 totalExercise: $94.14Exp: 2030-11-11→ Common Stock (18,816 underlying) - Disposition to Issuer
Performance-Based Restricted Stock Units (11/06/2019)
2021-12-13−7,113→ 0 total→ Common Stock (7,113 underlying) - Disposition to Issuer
Performance-Based Restricted Stock Units (11/11/2020)
2021-12-13−9,538→ 0 total→ Common Stock (9,538 underlying) - Disposition to Issuer
Restricted Stock Units (11/06/2019)
2021-12-13−1,195→ 0 total→ Common Stock (1,195 underlying) - Disposition to Issuer
Common Stock
2021-12-13−13,566→ 0 total - Disposition to Issuer
Restricted Stock Units (11/10/2021)
2021-12-13−11,833→ 0 total→ Common Stock (11,833 underlying) - Disposition to Issuer
Restricted Stock Units (11/11/2020)
2021-12-13−3,174→ 0 total→ Common Stock (3,174 underlying)
Footnotes (12)
- [F1]Disposed of pursuant to the Merger Agreement between Hill-Rom Holdings, Inc., Baxter International Inc. ("Baxter"), and a wholly-owned subsidiary of Baxter (the "Merger Agreement") in exchange for a cash payment of $156.00 per share of common stock.
- [F10]Pursuant to the Merger Agreement, these restricted stock units, which provided for vesting in three equal installments beginning November 7, 2020, were cancelled in exchange for a cash payment of $156.00 per unvested share of underlying common stock.
- [F11]Pursuant to the Merger Agreement, these restricted stock units, which provided for vesting in three equal installments beginning November 12, 2021, were cancelled in exchange for a cash payment of $156.00 per unvested share of underlying common stock.
- [F12]Pursuant to the Merger Agreement, these restricted stock units, which provided for vesting in three equal installments beginning November 11, 2022, were assumed by Baxter in the merger and converted into a number of restricted stock units granted by Baxter, that relate to shares of Baxter common stock, determined by multiplying the number of restricted stock units by the quotient obtained by dividing (A) 156.00 by (B) the average closing price, rounded down to the nearest cent, per share of Hill-Rom Holdings, Inc. common stock on the New York Stock Exchange for the consecutive period of ten (10) trading days immediately preceding (but not including) the last trading day prior to the closing date of the merger.
- [F2]Pursuant to the Merger Agreement, these options, which provided for vesting in four equal installments beginning on November 8, 2018, were cancelled in exchange for a cash payment representing the difference between $156.00 and the exercise price of each share of underlying common stock.
- [F3]Pursuant to the Merger Agreement, these options, which provided for vesting in four equal installments beginning on November 7, 2019, were cancelled in exchange for a cash payment representing the difference between $156.00 and the exercise price of each share of underlying common stock.
- [F4]Pursuant to the Merger Agreement, these options, which provided for vesting in four equal installments beginning on November 6, 2020, were cancelled in exchange for a cash payment representing the difference between $156.00 and the exercise price of each share of underlying common stock.
- [F5]Pursuant to the Merger Agreement, these options, which provided for vesting in four equal installments beginning on November 11, 2021, were cancelled in exchange for a cash payment representing the difference between $156.00 and the exercise price of each share of underlying common stock.
- [F6]Each performance-based restricted stock unit represents a contingent right to receive one share of Hill-Rom Holdings, Inc. common stock.
- [F7]Pursuant to the Merger Agreement, these performance-based restricted stock units, which were granted November 6, 2019, were cancelled in exchange for a cash payment of $156.00 per share of underlying common stock and applicable performance conditions were deemed to be achieved at 146.0% of the target performance level.
- [F8]Pursuant to the Merger Agreement, these performance-based restricted stock units, which were granted November 11, 2020, were cancelled in exchange for a cash payment of $156.00 per share of underlying common stock and applicable performance conditions were deemed to be achieved at 187.5% of the target performance level.
- [F9]Each restricted stock unit represents a contingent right to receive one share of Hill-Rom Holdings, Inc. common stock.
Documents
Issuer
Hill-Rom Holdings, Inc.
CIK 0000047518
Entity typeother
Related Parties
1- filerCIK 0001693203
Filing Metadata
- Form type
- 4
- Filed
- Dec 14, 7:00 PM ET
- Accepted
- Dec 15, 8:40 PM ET
- Size
- 28.2 KB