4//SEC Filing
WARNER DONNA M 4
Accession 0001222455-05-000001
CIK 0000072418other
Filed
Jan 26, 7:00 PM ET
Accepted
Jan 27, 3:57 PM ET
Size
12.9 KB
Accession
0001222455-05-000001
Insider Transaction Report
Form 4
NORSTAN INCNRRD
WARNER DONNA M
Senior Vice President
Transactions
- Disposition to Issuer
Employee Stock Option (Right to Buy)
2005-01-25−11,300→ 0 total→ Common Stock (11,300 underlying) - Disposition to Issuer
Employee Stock Option (Right to Buy)
2005-01-25−53,000→ 0 total→ Common Stock (53,000 underlying) - Disposition from Tender
Common Stock
2005-01-25$5.60/sh−16,711$93,582→ 0 total
Footnotes (4)
- [F1]Disposed of pursuant to the Agreement and Plan of Merger dated as of December 20, 2004 between Black Box Corporation and Norstan, Inc. in exchange for $5.60 per share on the acceptance of the Tender Offer by Black Box Corporation.
- [F2]These options were canceled pursuant to the Agreement and Plan of Merger dated as of December 20, 2004 between Black Box Corporation and Norstan, Inc.. These options had various exercise prices each greater than the $5.60 per share Tender Offer price and were thus canceled on the effective date of the merger without payment of any consideration therefor. These options were: 1) On 6/9/1999, 500 shares granted at $11.44 vesting in four equal annual installments beginning 6/9/2000; 2) On 12/14/1999, 50 shares granted at $5.62 vesting upon grant; 3) On 1/6/2000, 6,000 shares granted at $5.73 vesting in three equal annual installments beginning 1/6/2001; 4) On 6/13/2002, 3,000 shares granted at $5.65 vesting over three equal annual installments beginning 6/13/2003; and 5) On 6/13/2002, 1,750 shares granted at $5.65 vesting over three equal annual installments beginning upon grant.
- [F3]These options were canceled pursuant to the Agreement and Plan of Merger dated as of December 20, 2004 between Black Box Corporation and Norstan, Inc. in exchange for a cash payment of $101,770 which represent the difference between the various exercise prices of the options and the $5.60 per share Tender Offer price paid by Black Box Corporation pursuant to the Tender Offer. These options were: 1) On 5/24/2000, 10,000 shares granted at $5.09 vesting in three equal annual installments beginning 5/24/2001; 2) On 3/20/2001, 3,000 shares granted at $1.11 vesting 50% upon grant, 25% on 3/20/2002 and 25% on 3/20/2003; 3) On 2/18/2003, 10,000 shares granted at $3.10 vesting in three equal annual installments beginning 2/18/2004; 4) On 6/5/2003, 10,000 shares granted at $3.80 vesting in three equal annual installments beginning 6/5/2004; and 5) On 2/9/2004, 20,000 shares granted at $3.59 vesting in three equal annual installments beginning 2/9/2005.
- [F4]The options expire ten years from the date of grant.
Documents
Issuer
NORSTAN INC
CIK 0000072418
Entity typeother
Related Parties
1- filerCIK 0001222455
Filing Metadata
- Form type
- 4
- Filed
- Jan 26, 7:00 PM ET
- Accepted
- Jan 27, 3:57 PM ET
- Size
- 12.9 KB