COMPUWARE CORP 4

Accession 0001225208-14-025193

CIK 0000859014operating

View on SEC.gov Company Profile

Filed

Dec 15, 7:00 PM ET

Accepted

Dec 16, 10:30 AM ET

Size

27.3 KB

Accession

0001225208-14-025193

Insider Transaction Report

Form 4

Period: 2014-12-15

COMPUWARE CORPCPWR

Angileri Joseph R

President/COO

Transactions

Disposition to Issuer
Non-Qualified Stock Option (right to buy)
2014-12-15$1.01/sh−83,932$85,057→ 0 total
Exercise: $9.38From: 2012-07-01Exp: 2021-07-01→ Common stock (83,932 underlying)
Disposition to Issuer
Non-Qualified Stock Option (right to buy)
2014-12-15$1.34/sh−2,457,376$3,301,239→ 0 total
Exercise: $9.05From: 2012-06-20Exp: 2021-06-20→ Common stock (2,457,376 underlying)
Disposition to Issuer
Restricted Stock Units
2014-12-15$10.39/sh−26,548$275,812→ 0 total
From: 2014-05-16→ Common stock (26,548 underlying)
Disposition to Issuer
Dividend Equivalent Rights
2014-12-15$10.39/sh−4,292.416$44,595→ 0 total
→ Common stock (4,292.416 underlying)
Disposition to Issuer
Non-Qualified Stock Option (right to buy)
2014-12-15$0.41/sh−201,613$83,347→ 0 total
Exercise: $9.98From: 2017-05-31Exp: 2024-05-01→ Common stock (201,613 underlying)
Disposition to Issuer
Restricted Stock Units
2014-12-15$10.39/sh−30,303$314,824→ 0 total
→ Common stock (30,303 underlying)
Disposition to Issuer
Restricted Stock Units
2014-12-15$10.39/sh−48,263$501,414→ 0 total
From: 2015-05-01→ Common stock (48,263 underlying)
Disposition to Issuer
Restricted Stock Units
2014-12-15$10.39/sh−19,723$204,906→ 0 total
From: 2013-09-10→ Common stock (19,723 underlying)
Disposition to Issuer
Common stock
2014-12-15$10.39/sh−281,122$2,920,633→ 0 total
Disposition to Issuer
Non-Qualified Stock Option (right to buy)
2014-12-15$0.63/sh−48,018$30,415→ 0 total
Exercise: $9.76From: 2015-05-31Exp: 2022-09-10→ Common stock (48,018 underlying)
Disposition to Issuer
Restricted Stock Units
2014-12-15$10.39/sh−8,965$93,139→ 0 total
From: 2012-07-01→ Common stock (8,965 underlying)

Footnotes (9)

[F1]Each dividend equivalent right ("DER") is in the form of RSUs that vest at the time the associated award vests and is the econimic equivalent of one share of Compuware common stock. The DERs were cancelled in the merger in exchange for cash consideration equal to the merger consideration per share multiplied by the number of RSUs held at the time of the merger.
[F2]The stock option would vest upon the satisfaction of certain performance conditions.
[F3]The option was cancelled in the merger in exchange for cash consideration. The exercise price was previously reduced by $0.3842 pursuant to the terms of the plan to reflect the Covisint Corporation spin-off. The cash consideration equals the difference between the merger consideration per share and the adjusted exercise price per share, multiplied by the number of unexercised options held at the time of the merger.
[F4]The stock option vests on the anniversary date of the grant over three (3) years as follows: 40% on the first anniversary, 30% on the second anniversary and the remaining 30% on the third anniversary.
[F5]The stock option vests annually on the anniversary of the grant in 25% increments.
[F6]1 for 1
[F7]The RSU would have vested on the earliest of March 31, 2015, a change in control with termination, involuntary termination without cause, death or disability.
[F8]The restricted stock units ("RSUs") were cancelled in the merger in exchange for cash consideration equal to the merger consideration per share multiplied by the number of RSUs held at the time of the merger.
[F9]The RSU vests annually on the anniversary of the grant in 25% increments.

Documents

1 file

4
doc4.xmlPrimary

Issuer

COMPUWARE CORP

CIK 0000859014

→

Entity typeoperating

IncorporatedMI

Related Parties

filerCIK 0000859014

Filing Metadata

Form type: 4
Filed: Dec 15, 7:00 PM ET
Accepted: Dec 16, 10:30 AM ET
Size: 27.3 KB

View on SEC.gov