4//SEC Filing
LEVEL 3 COMMUNICATIONS INC 4
Accession 0001225208-14-022740
CIK 0000794323operating
Filed
Nov 3, 7:00 PM ET
Accepted
Nov 4, 5:57 PM ET
Size
9.5 KB
Accession
0001225208-14-022740
Insider Transaction Report
Form 4
BLOUNT JOHN
Regional President, NA
Transactions
- Award
Common Stock
2014-10-31+311,549→ 311,549 total - Tax Payment
Common Stock
2014-10-31$46.91/sh−183,211$8,594,428→ 128,338 total - Sale
Common Stock
2014-11-04$46.56/sh−54,610$2,542,379→ 73,728 total
Footnotes (4)
- [F1]These securities were issued pursuant to an Agreement and Plan of Merger (the "merger agreement") among the Issuer, Saturn Merger Sub 1, LLC, Saturn Merger Sub 2, LLC and tw telecom inc. dated as June 15, 2014, in a transaction exempt from Section 16(b) pursuant to Rule 16b-3. In accordance with the terms of the merger agreement, Saturn Merger Sub 1, LLC was merged with and into tw telecom inc. (the "merger"), and thereafter, tw telecom inc. merged with and into Saturn Merger Sub 2, LLC, which then changed its name to tw telecom, llc, and tw telecom, llc became a wholly owned subsidiary of the Issuer. Each holder of tw telecom inc. common stock prior to the merger is receiving $10 in cash and 0.7 shares of the Issuer's common stock in exchange for each share of tw telcom inc. common stock held at the effective time of the merger.
- [F2]82,000 shares of Issuer common stock included in this total relate to time-based restricted stock awards ("RSAs") granted to the reporting person by tw telecom inc. in respect of 273,717 tw telecom inc. shares of common stock, which RSAs vested in connection with the closing of the merger, in a transaction exempt from Section 16(b) pursuant to Rule 16b-3. 119,946 shares of Issuer common stock included in this total relate to time-based restricted stock units ("RSUs") granted to the reporting person by tw telecom inc. in respect of 171,351 tw telecom inc. shares of common stock, which RSUs vested in connection with the closing of the merger, in a transaction exempt from Section 16(b) pursuant to Rule 16b-3.
- [F3]The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on September 18, 2014.
- [F4]This is a weighted average price. The prices actually received ranged from $46.22 to $47.01. The Reporting Person has provided to the issuer and will provide to any security holder or the staff of the Securities and Exchange Commission, upon request, information regarding the number of shares sold at each price within the range.
Documents
Issuer
LEVEL 3 COMMUNICATIONS INC
CIK 0000794323
Entity typeoperating
IncorporatedDE
Related Parties
1- filerCIK 0000794323
Filing Metadata
- Form type
- 4
- Filed
- Nov 3, 7:00 PM ET
- Accepted
- Nov 4, 5:57 PM ET
- Size
- 9.5 KB