4//SEC Filing
Luboff Sharon M 4
Accession 0001225208-18-000505
CIK 0000009892other
Filed
Jan 2, 7:00 PM ET
Accepted
Jan 3, 8:32 PM ET
Size
28.1 KB
Accession
0001225208-18-000505
Insider Transaction Report
Form 4
Alterio Sharon M
Group Vice President
Transactions
- Disposition to Issuer
Common Stock
2017-12-29−17,201→ 0 total - Award
Common Stock
2017-12-29+11,722→ 32,545.979 total - Disposition to Issuer
Common Stock
2017-12-29−11,722→ 17,201 total - Disposition to Issuer
Option (Right to Buy)
2017-12-29−16,643→ 0 totalExercise: $136.37Exp: 2023-12-11→ Common Stock (16,643 underlying) - Disposition to Issuer
Option (Right to Buy)
2017-12-29−17,311→ 0 totalExercise: $84.58Exp: 2021-12-14→ Common Stock (17,311 underlying) - Disposition to Issuer
Option (Right to Buy)
2017-12-29−8,149→ 0 totalExercise: $219.56Exp: 2026-12-14→ Common Stock (8,149 underlying) - Disposition to Issuer
Common Stock
2017-12-29−1,338.979→ 35,357 total - Award
Common Stock
2017-12-29+4,150→ 36,695.979 total - Disposition to Issuer
Common Stock
2017-12-29−6,434→ 28,923 total - Disposition to Issuer
Common Stock
2017-12-29−69.346→ 0 total(indirect: By 401(k)) - Disposition to Issuer
Option (Right to Buy)
2017-12-29−11,415→ 0 totalExercise: $186.43Exp: 2025-12-09→ Common Stock (11,415 underlying) - Disposition to Issuer
Option (Right to Buy)
2017-12-29−13,186→ 0 totalExercise: $168.87Exp: 2024-12-10→ Common Stock (13,186 underlying) - Disposition to Issuer
Option (Right to Buy)
2017-12-29−23,910→ 0 totalExercise: $97.69Exp: 2022-12-12→ Common Stock (23,910 underlying)
Footnotes (8)
- [F1]This Form 4 is being filed in connection with the December 29, 2017 closing of the merger (the "Merger") of Lambda Corp. ("Lambda") with and into C. R. Bard, Inc. ("Bard") pursuant to the Agreement and Plan of Merger, dated as of April 23, 2017, among Bard, Becton, Dickinson and Company ("BD") and Lambda. Upon the closing of the Merger, each outstanding share of Bard common stock was converted into the right to receive $222.93 in cash (without interest) and 0.5077 of a share of BD common stock (the "Merger Consideration"). All of the transactions reported in this Form 4 occurred simultaneously upon the closing of the Merger.
- [F2]Includes 11,722 shares of Bard common stock deemed acquired upon satisfaction of performance criteria underlying the award of restricted stock units under the 2012 Long Term Incentive Plan of Bard (as amended and restated) ("PLTIP"). In accordance with the Merger Agreement, these PLTIP units were cancelled in connection with the Merger and converted in accordance with the exchange ratio set forth in the Merger Agreement into equivalent BD PLTIP units.
- [F3]Includes 4,150 Bard restricted stock units deemed acquired upon satisfaction of performance goals that were considered achieved upon the closing of the Merger.
- [F4]Includes 1,338.979 shares of Bard common stock that, upon the closing of the Merger, were cancelled and converted into the right to receive the Merger Consideration.
- [F5]Includes 6,434 Bard restricted stock units that, upon the closing of the Merger, were assumed by BD and converted in accordance with the exchange ratio set forth in the Merger Agreement into equivalent adjusted BD restricted stock units.
- [F6]Includes 17,201 shares of restricted stock units acquired through deferral of compensation under Bard's Management Stock Purchase Program ("MSPP"). In accordance with the Merger Agreement (i) each Bard MSPP Unit that by its terms vested and/or became payable at the closing of the Merger was cancelled and converted into, with respect to each share of Bard common stock underlying such Bard MSPP Unit, the right to receive the Merger Consideration; and (ii) each Bard MSPP Unit that did not, by its terms, become payable at the closing of the Merger was assumed and converted in accordance with the exchange ratio set forth in the Merger Agreement into an equivalent adjusted BD MSPP Unit.
- [F7]Includes 69.346 shares of Bard common stock held through the Bard 401(k) Plan that were disposed of upon the closing of the Merger.
- [F8]These stock options were assumed by BD and converted in accordance with the exchange ratio set forth in the Merger Agreement into stock appreciation rights with respect to BD common stock.
Documents
Issuer
BARD C R INC /NJ/
CIK 0000009892
Entity typeother
Related Parties
1- filerCIK 0001453458
Filing Metadata
- Form type
- 4
- Filed
- Jan 2, 7:00 PM ET
- Accepted
- Jan 3, 8:32 PM ET
- Size
- 28.1 KB