4//SEC Filing
HAGSTROM MITCHELL 4
Accession 0001309022-17-000005
CIK 0001084717other
Filed
Nov 1, 8:00 PM ET
Accepted
Nov 2, 7:55 PM ET
Size
19.7 KB
Accession
0001309022-17-000005
Insider Transaction Report
Form 4
HAGSTROM MITCHELL
President/Dir of Lane Co Ops
Transactions
- Disposition to Issuer
STOCK OPTION
2017-11-01−5,368→ 0 totalExercise: $11.30Exp: 2020-04-20→ COMMON STOCK (5,368 underlying) - Disposition to Issuer
STOCK OPTION
2017-11-01−7,910→ 0 totalExercise: $12.07Exp: 2021-04-21→ COMON STOCK (7,910 underlying) - Disposition to Issuer
RESTRICTED STOCK UNIT
2017-11-01−1,546→ 0 total→ COMMON STOCK (1,546 underlying) - Disposition to Issuer
COMMON STOCK
2017-11-01−55,325→ 0 total - Disposition to Issuer
STOCK OPTION
2017-11-01−7,303→ 0 totalExercise: $14.44Exp: 2018-02-20→ COMMON STOCK (7,303 underlying) - Disposition to Issuer
RESTRICTED STOCK UNIT
2017-11-01−3,644→ 0 total→ COMMON STOCK (3,644 underlying) - Disposition to Issuer
RESTRICTED STOCK UNIT
2017-11-01−4,095→ 0 total→ COMMON STOCK (4,095 underlying)
Footnotes (4)
- [F1]In connection with the merger of Pacific Continental Corporation ("Pacific Continental") with and into Columbia Banking System Inc. ("Columbia") on November 1, 2017 (the "Merger"), pursuant to the Agreement and Plan of Merger (the "Merger Agreement"), dated January 9, 2017, by and among Columbia, Pacific Continental and Coast Merger Sub, Inc., each outstanding Pacific Continental common share was converted into the right to receive 0.6430 of a Columbia common share.
- [F2]At the effective time of the Merger, each outstanding stock option of Pacific Continental was cancelled and only entitled the holders thereof to receive (without interest), an amount in cash equal to the product of (i) the number of Pacific Continental common shares subject to such options immediately prior to the effective time of the Merger, multiplied by (ii) the excess, if any of (A) $27.00, the Equity Award Cashout Price over (B) the exercise price per Pacific Continental common share of such options less applicable taxes required to be withheld with respect to such payment. The Equity Award Cashout Price is equal to (A) 0.6430 multiplied by (B) $41.99, which was the Columbia average closing price for the 20 consecutive Nasdaq trading days ending on and including the trading day that was five trading days prior to the effective time of the Merger.
- [F3]At the effective time of the Merger, each outstanding restricted stock unit of Pacific Continental ("Pacific Continental Restricted Stock Units") , whether vested or unvested, was cancelled and only entitled the holders of such Pacific Continental Restricted Stock Units to receive (without interest), an amount in cash equal to (i) the number of Pacific Continental common shares subject to such Pacific Continental Restricted Stock Units immediately prior to the effective time of the Merger, multiplied by (ii) $27.00, the Equity Award Cashout Price, less applicable taxes required to be withheld with respect to such payment.
- [F4]These Pacific Continental Stock Options and Pacific Continental Restricted Stock Units were cancelled at the effective time of the Merger and converted into the right to receive the consideration described in notes (2) or (3) above.
Documents
Issuer
PACIFIC CONTINENTAL CORP
CIK 0001084717
Entity typeother
Related Parties
1- filerCIK 0001224809
Filing Metadata
- Form type
- 4
- Filed
- Nov 1, 8:00 PM ET
- Accepted
- Nov 2, 7:55 PM ET
- Size
- 19.7 KB