4//SEC Filing
COLLECTIVE BRANDS, INC. 4
Accession 0001224121-12-000005
CIK 0001060232operating
Filed
Oct 9, 8:00 PM ET
Accepted
Oct 10, 4:26 PM ET
Size
25.6 KB
Accession
0001224121-12-000005
Insider Transaction Report
Form 4
PAVELKA DARREL J
Executive Vice President
Transactions
- Disposition to Issuer
Stock Appreciation Right
2012-10-09−48,125→ 0 totalExercise: $11.08Exp: 2016-03-26→ Common Stock (48,125 underlying) - Disposition to Issuer
Common Stock
2012-10-09$21.75/sh−23,038$501,077→ 0 total(indirect: By Trust) - Disposition to Issuer
Stock Appreciation Right
2012-10-09−27,005→ 0 totalExercise: $12.51Exp: 2018-11-23→ Common Stock (27,005 underlying) - Disposition to Issuer
Performance Share Units
2012-10-09−11,219→ 0 total→ Common Stock (11,219 underlying) - Disposition to Issuer
Common Stock
2012-10-09$21.75/sh−58,292$1,267,851→ 0 total - Disposition to Issuer
Stock Appreciation Right
2012-10-09−27,005→ 0 totalExercise: $12.51Exp: 2018-11-23→ Common Stock (27,005 underlying) - Disposition to Issuer
Stock Appreciation Right
2012-10-09−12,658→ 0 totalExercise: $20.45Exp: 2018-03-24→ Common Stock (12,658 underlying) - Disposition to Issuer
Stock Appreciation Right
2012-10-09−15,000→ 0 totalExercise: $12.45Exp: 2015-03-27→ Common Stock (15,000 underlying)
Footnotes (8)
- [F1]Includes the following shares of restricted stock granted under the Collective Brands, Inc. 2006 Stock Incentive Plan (the "CBI SIP"), which pursuant to the Agreement and Plan of Merger (the "Merger Agreement"), dated as of May 1, 2012, among Collective Brands, Inc., WBG-PSS Holdings, LLC, WBG-PSS Merger Sub Inc., and Wolverine World Wide, Inc., were cancelled in exchange for a cash payment of $21.75 per share:7,025 shares of restricted stock granted on March 24, 2011, were scheduled to vest on March 24, 2014; and 4,670 shares of restricted stock granted on March 25, 2010 were scheduled to vest on March 25, 2013. Also includes 11, 219 shares of restricted stock granted under the CBI SIP on March 20, 2012 that were scheduled to vest on March 20, 2015, which were cancelled pursuant to the Merger Agreement in exchange for a cash payment of $21.75 per share, payable after March 20, 2015.
- [F2]Includes approximately 9,288 shares acquired under Collective Brands, Inc. Stock Purchase Plan. Pursuant to the Merger Agreement shares acquired under the Employee Stock Purchase Plan, were cancelled in exchange for a cash payment of $21.75 per share.
- [F3]Includes approximately 8,507 shares held indirectly under the Collective Brands, Inc. 401(k) Profit Sharing Plan (the "Plan") based on a statement provided by the Plan Administrator. Because the Common Stock Fund under the Plan holds both cash and Payless Common Stock, the actual number of shares allocable to each participant's account varies from statement to statement. Includes 14,531 shares held in Trust in Spouse's Name. Pursuant to the Merger Agreement shares held under the Company's 401(k) were cancelled in exchange for a cash payment of $21.75 per share.
- [F4]Includes 12,658 stock appreciation rights granted on March 24, 2011, under the CBI SIP. Pursuant to this award, 4,215 stock appreciation rights vested on March 24, 2012; 4,215 stock appreciation rights were scheduled to vest on March 24, 2013 and 4,228 stock appreciation rights were scheduled to vest on March 24, 2014. Pursuant to the Merger Agreement, these stock appreciation rights were cancelled in exchange for a cash payment of $1.30 per unit, whether vested or unvested, representing the difference between the exercise price of the unit and $21.75 per share.
- [F5]This stock appreciation right was fully vested and cancelled pursuant to the Merger Agreement in exchange for a cash payment equal to the product of (i) $21.75 less the exercise price per share of the option multiplied by (ii) the total number of shares underlying the stock appreciation right.
- [F6]Includes 27,005 stock appreciation rights granted on November 23, 2011, under the CBI SIP and were scheduled to vest on November 23, 2014. Pursuant to the Merger Agreement, these stock appreciation rights were cancelled in exchange for a cash payment of $9.24 per unit, whether vested or unvested, representing the difference between the exercise price of the unit and $21.75 per share.
- [F7]Includes 27,005 stock appreciation rights granted on November 23, 2011, under the CBI SIP. Pursuant to this award, 9,001 stock appreciation rights were scheduled to vest on April 1, 2013; 9,002 stock appreciation rights were scheduled to vest on April 1, 2014 and 9,002 stock appreciation rights were scheduled to vest on April 1, 2015. Pursuant to the Merger Agreement, these stock appreciation rights were cancelled in exchange for a cash payment of $9.24 per unit, whether vested or unvested, representing the difference between the exercise price of the unit and $21.75 per share.
- [F8]Includes 11,219 performance share units granted on March 20, 2012 under the CBI SIP. 3,740 performance shares units were scheduled to vest on March 20, 2013, 3.740 performance shares units were scheduled to vest on March 20, 2014, and 3,740 performance shares units were scheduled to vest on March 20, 2015 if performance criteria achieved. Pursuant to the Merger Agreement, these performance share units were cancelled in exchange for a cash payment of $21.75 per unit, payable after the applicable vesting date of such performance share units. Performance units at target are equivalent to one share of Collective Brands, Inc. common stock. Pursuant to the Merger Agreement, any applicable performance vesting schedule was deemed met at the target level.
Issuer
COLLECTIVE BRANDS, INC.
CIK 0001060232
Entity typeoperating
IncorporatedDE
Related Parties
1- filerCIK 0001060232
Filing Metadata
- Form type
- 4
- Filed
- Oct 9, 8:00 PM ET
- Accepted
- Oct 10, 4:26 PM ET
- Size
- 25.6 KB