4//SEC Filing
ANDERSON STEVEN D 4
Accession 0001280921-05-000002
CIK 0000072418other
Filed
Jan 26, 7:00 PM ET
Accepted
Jan 27, 3:43 PM ET
Size
12.9 KB
Accession
0001280921-05-000002
Insider Transaction Report
Form 4
NORSTAN INCNRRD
ANDERSON STEVEN D
Senior Vice President
Transactions
- Disposition to Issuer
Employee Stock Options (Right to Buy)
2005-01-25−27,050→ 0 total→ Common Stock (27,050 underlying) - Disposition from Tender
Common Stock
2005-01-25$5.60/sh−15,295$85,652→ 0 total - Disposition to Issuer
Employee Stock Options (Right to Buy)
2005-01-25−29,000→ 0 total→ Common Stock (29,000 underlying)
Footnotes (4)
- [F1]Disposed of pursuant to the Agreement and Plan of Merger dated as of December 20, 2004 between Black Box Corporation and Norstan, Inc. in exchange for $5.60 per share on the acceptance of the Tender Offer by Black Box Corporation.
- [F2]These options were cancelled pursuant to the Agreement and Plan of Merger dated as of December 20, 2004, between Black Box Corporation and Norstan, Inc. These options had various exercise prices each greater than the $5.60 per share Tender Offer price and were thus cancelled on the effective date of the merger without payment of any consideration therefor. These option were: on 6/8/95, 10,000 shares granted at $11.88 vesting in 5 equal annual installments beginning 6/8/96; on 12/14/99, 50 shares granted at $5.62 vesting fully upon grant; on 1/6/00, 1,500 shares granted at $5.73 vesting in three equal annual installments beginning 1/6/01; on 2/28/00, 2,500 shares granted at $7.25 vesting in three equal annual installments beginning 2/28/01; on 6/13/02, 3,000 shares granted at $5.65 vesting in three equal annual installments beginning 6/13/03 and on 6/13/02, 10,000 shares granted at $5.65 vesting in three equal annual installments beginning at issuance.
- [F3]These options were canceled pursuant to the Agreement and Plan of Merger dated as of December 20, 2004, between Black Box Corporation and Norstan, Inc. in exchange for a cash payment of $64,620 which represents the difference between the various exercise prices of the options and the $5.60 per share tender offer price paid by Black Box pursuant to the Tender Offer. These options were: on 6/30/00, 3,000 shares were granted at $3.75 vesting over three equal annual installments beginning 6/30/01; on 3/20/01, 3,000 shares granted at $1.11 - 50% vesting upon grant, 25% vesting 3/20/02 and 25% vesting 3/20/03; on 2/9/04, 20,000 shares granted at $3.59 vesting over three equal annual installments beginning 2/9/05; on 6/5/03, 3,000 shares granted at $3.80 vesting over three equal annual installments beginning 6/5/04.
- [F4]These options expire ten years from the date of grant.
Documents
Issuer
NORSTAN INC
CIK 0000072418
Entity typeother
Related Parties
1- filerCIK 0001280921
Filing Metadata
- Form type
- 4
- Filed
- Jan 26, 7:00 PM ET
- Accepted
- Jan 27, 3:43 PM ET
- Size
- 12.9 KB