PACTIV CORP|4Nov 18, 5:18 PM ET

LAZAREDES PETER J 4

4 · PACTIV CORP · Filed Nov 18, 2010

Form 4

Period: 2010-11-16

EVP & GM Foodservice

Transactions

Disposition to Issuer
Common Stock
2010-11-16$33.25/sh−99,792$3,318,084→ 197,450 total
Disposition to Issuer
Employee Stock Option
2010-11-16$33.25/sh−120,000$3,990,000→ 0 total
Exercise: $20.25From: 2004-09-17Exp: 2013-09-17→ Common Stock (120,000 underlying)
Disposition to Issuer
Common Stock
2010-11-16$33.25/sh−197,450$6,565,213→ 0 total
Disposition to Issuer
Employee Stock Option
2010-11-16$33.25/sh−11,327$376,623→ 0 total
Exercise: $32.94From: 1998-03-13Exp: 2018-01-13→ Common Stock (11,327 underlying)
Disposition to Issuer
Employee Stock Option
2010-11-16$33.25/sh−140,000$4,655,000→ 0 total
Exercise: $23.98From: 2005-09-14Exp: 2014-09-14→ Common Stock (140,000 underlying)
Award
Performance Share Units
2010-11-16$33.25/sh+197,450$6,565,213→ 197,450 total
From: 2010-11-16→ Common Stock (197,450 underlying)
Exercise/Conversion
Common Stock
2010-11-16$33.25/sh+197,450$6,565,213→ 297,242 total
Disposition to Issuer
Common Stock
2010-11-16$33.25/sh−8,496$282,492→ 0 total(indirect: By 401(k))
Disposition to Issuer
Performance Share Units
2010-11-16$33.25/sh−197,450$6,565,213→ 0 total
From: 2010-11-16→ Common Stock (197,450 underlying)

Footnotes (5)

[F1]Disposed of pursuant to the merger (the "Merger") of the issuer with Reynolds Acquisition Corporation ("Reynolds Acquisition") in accordance with the Agreement and Plan of Merger dated August 16, 2010, among issuer, Rank Group Limited, Reynolds Group Holdings Limited, and Reynolds Acquisition (the "Agreement").
[F2]Represents per share merger consideration under the Agreement.
[F3]Each stock option of the issuer became exercisable in full upon consummation of the Merger and was cancelled in the Merger in exchange for a cash payment per share equal to the difference between the exercise price of the option and $33.25. Options with an exercise price of $33.25 or more were cancelled in the Merger and are not shown on Table II of this Report.
[F4]The performance share units convert into common stock on a one-for-one basis.
[F5]Not applicable.

Documents

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