ARTISAN COMPONENTS INC·4

Dec 28, 7:48 PM ET

CARNEY NEAL J 4

4 · ARTISAN COMPONENTS INC · Filed Dec 28, 2004

Insider Transaction Report

Form 4
Period: 2004-12-23
CARNEY NEAL J
Vice President
Transactions
  • Disposition to Issuer

    Stock Option (right to buy)

    2004-12-236,6010 total
    Exercise: $8.49Exp: 2011-11-05Common Stock (6,601 underlying)
  • Disposition to Issuer

    Stock Option (right to buy)

    2004-12-23148,5350 total
    Exercise: $8.28Exp: 2011-08-31Common Stock (148,535 underlying)
  • Disposition to Issuer

    Common Stock

    2004-12-233,8870 total
  • Disposition to Issuer

    Stock Option (right to buy)

    2004-12-237,5000 total
    Exercise: $16.07Exp: 2013-10-23Common Stock (7,500 underlying)
  • Disposition to Issuer

    Stock Option (right to buy)

    2004-12-236,0000 total
    Exercise: $23.88Exp: 2014-08-20Common Stock (6,000 underlying)
Footnotes (5)
  • [F1]Disposed of pursuant to a merger agreement between the issuer, ARM Holding plc and Salt Acquisition Corporation in exchange for per share merger consideration of $9.60 in cash and 4.41 ARM American Depository Shares (ADS) having a market value of $6.28 per ADS on the effective date of the merger. Each ARM ADS represents three ARM ordinary shares. The exact mix of merger consideration for each share of common stock of the issuer is subject to adjustment or proration as provided in the merger agreement.
  • [F2]This option provided for vesting over four years. Upon effectiveness of the merger, this option was replaced with an option to purchase 2,671,026 ordinary shares of ARM with an exercise price of 0.25 in U.K. pounds sterling per share. The options issued by ARM provide the holder thereof with the choice between ARM ordinary shares or ARM ADSs. Each ARM ADS represents three ARM ordinary shares.
  • [F3]This option provided for vesting over four years. Upon effectiveness of the merger, this option was replaced with an option to purchase 118,702 ordinary shares of ARM with an exercise price of 0.25 in U.K. pounds sterling per share. The options issued by ARM provide the holder thereof with the choice between ARM ordinary shares or ARM ADSs. Each ARM ADS represents three ARM ordinary shares.
  • [F4]This option provided for vesting over four years. Upon effectiveness of the merger, this option was replaced with an option to purchase 134,868 ordinary shares of ARM with an exercise price of 0.47 in U.K. pounds sterling per share. The options issued by ARM provide the holder thereof with the choice between ARM ordinary shares or ARM ADSs. Each ARM ADS represents three ARM ordinary shares.
  • [F5]This option vested over four years. Upon effectiveness of the merger, this option was replaced with an option to purchase 107,894 ordinary shares of ARM with an exercise price of 0.70 in U.K. pounds sterling per share. The options issued by ARM provide the holder thereof with the choice between ARM ordinary shares or ARM ADSs. Each ARM ADS represents three ARM ordinary shares.

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