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Home/Filings/4/0001225208-14-025196
4//SEC Filing

COMPUWARE CORP 4

Accession 0001225208-14-025196

CIK 0000859014operating
View on SEC.govCompany Profile

Filed

Dec 15, 7:00 PM ET

Accepted

Dec 16, 10:30 AM ET

Size

31.1 KB

Accession

0001225208-14-025196

Insider Transaction Report

Form 4
Period: 2014-12-15
COMPUWARE CORPCPWR
Follis Daniel S JR
VP, Gen. Counsel & Secretary
Transactions
  • Disposition to Issuer

    Dividend Equivalent Rights

    2014-12-15$10.39/sh−2,132.521$22,155→ 0 total
    → Common stock (2,132.521 underlying)
  • Disposition to Issuer

    Non-Qualified Stock Option (right to buy)

    2014-12-15$2.92/sh−141,120$412,550→ 0 total
    Exercise: $7.47From: 2009-04-17Exp: 2018-04-17→ Common stock (141,120 underlying)
  • Disposition to Issuer

    Non-Qualified Stock Option (right to buy)

    2014-12-15$0.41/sh−120,968$50,008→ 0 total
    Exercise: $9.98From: 2017-05-31Exp: 2024-05-01→ Common stock (120,968 underlying)
  • Disposition to Issuer

    Non-Qualified Stock Option (right to buy)

    2014-12-15$1.01/sh−29,975$30,377→ 0 total
    Exercise: $9.38From: 2012-07-01Exp: 2021-07-01→ Common stock (29,975 underlying)
  • Disposition to Issuer

    Non-Qualified Stock Option (right to buy)

    2014-12-15$1.37/sh−18,000$24,721→ 0 total
    Exercise: $9.02From: 2010-11-08Exp: 2017-11-08→ Common stock (18,000 underlying)
  • Disposition to Issuer

    Restricted Stock Units

    2014-12-15$10.39/sh−12,693$131,870→ 0 total
    From: 2014-05-16→ Common stock (12,693 underlying)
  • Disposition to Issuer

    Restricted Stock Units

    2014-12-15$10.39/sh−9,430$97,970→ 0 total
    From: 2013-09-10→ Common stock (9,430 underlying)
  • Disposition to Issuer

    Common stock

    2014-12-15$10.39/sh−40,982$425,770→ 0 total
  • Disposition to Issuer

    Non-Qualified Stock Option (right to buy)

    2014-12-15$0.63/sh−22,958$14,542→ 0 total
    Exercise: $9.76From: 2015-05-31Exp: 2022-09-10→ Common stock (22,958 underlying)
  • Disposition to Issuer

    Restricted Stock Units

    2014-12-15$10.39/sh−20,202$209,883→ 0 total
    → Common stock (20,202 underlying)
  • Disposition to Issuer

    Restricted Stock Units

    2014-12-15$10.39/sh−28,958$300,850→ 0 total
    From: 2015-05-01→ Common stock (28,958 underlying)
  • Disposition to Issuer

    Restricted Stock Units

    2014-12-15$10.39/sh−3,201$33,256→ 0 total
    From: 2012-07-01→ Common stock (3,201 underlying)
  • Disposition to Issuer

    Common stock

    2014-12-15$10.39/sh−1,513.355$15,723→ 0 total(indirect: By 401(k))
Footnotes (10)
  • [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.
  • [F10]The RSU vests annually on the anniversary of the grant in 25% increments.
  • [F2]The stock option vests on the anniversary date of the grant over three (3) years as follows: 30% on the first anniversary, 30% on the second anniversary and the remaining 40% on the third anniversary.
  • [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 would have vested upon the satisfaction of certain performance conditions.
  • [F5]The stock option vests annually on the anniversary of the grant in 25% increments.
  • [F6]The stock option vests on the anniversary date of the grant over five (5) years as follows: 50% on the third anniversary, 25% on the fourth anniversary and the remaining 25% on the fifth anniversary.
  • [F7]1 for 1
  • [F8]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.
  • [F9]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.

Documents

1 file

Issuer

COMPUWARE CORP

CIK 0000859014

→
Entity typeoperating
IncorporatedMI

Related Parties

1
  • filerCIK 0000859014

Filing Metadata

Form type
4
Filed
Dec 15, 7:00 PM ET
Accepted
Dec 16, 10:30 AM ET
Size
31.1 KB
View on SEC.gov