4//SEC Filing
Bunch David Ellsworth 4
Accession 0001396677-17-000041
CIK 0001050007other
Filed
Aug 23, 8:00 PM ET
Accepted
Aug 24, 8:34 PM ET
Size
12.1 KB
Accession
0001396677-17-000041
Insider Transaction Report
Form 4
Bunch David Ellsworth
SVP, Retail Initiatives
Transactions
- Gift
Common Stock
2017-08-15−1,440→ 3,340.68 total - Disposition to Issuer
Common Stock
2017-08-23−3,340.68→ 0 total - Disposition to Issuer
Common Stock
2017-08-23−930.687→ 0 total - Disposition to Issuer
Performance Stock Unit (PSU)
2017-08-23$41.80/sh−25,200$1,053,360→ 0 totalExp: 2019-09-30→ Common Stock (25,200 underlying)
Footnotes (4)
- [F1]Pursuant to the Merger Agreement, at the Effective Time, each PSU was cancelled and converted automatically into the right to receive a cash payment, without interest, equal in value to the per share price multiplied by the aggregate number of shares of Common Stock subject to such PSU (assuming the maximum level of performance achievable under the terms of the PSUs, which is 210%)(the "PSU cash payment"). The PSU cash payment will be made in two installments as follows: (i) at the Effective Time, an amount equal to 50% of the PSU cash payment and (ii) the remaining amount of the PSU cash payment will become payable on the earlier of (I) the one-year anniversary of the effective time of the Merger, subject to the continued employment of such holder and (II) the termination of such holder's employment (A) by the Company without cause (and other than due to death or disability) or (B)by such holder for good reason.
- [F2]Reporting person jointly holds shares with his spouse.
- [F3]Each performance stock unit ("PSU") represented the right to receive Common Stock, subject to certain performance measures. Such PSUs had a three-year performance period, commencing on October 1, 2016 and ending on September 30, 2019.
- [F4]Pursuant to the Merger Agreement, at the Effective Time, each PSU was cancelled and converted automatically into the right to receive a cash payment, without interest, equal in value to the per share price multiplied by the aggregate number of shares of Common Stock subject to such PSU (assuming the maximum level of performance achievable under the terms of the PSUs, which is 210%)(the "PSU cash payment"). The PSU cash payment will be made in two installments as follows: (i) at the Effective Time, an amount equal to 50% of the PSU cash payment and (ii) the remaining amount of the PSU cash payment will become payable on the earlier of (I) the one-year anniversary of the effective time of the Merger, subject to the continued employment of such holder and (II) the termination of such holder's employment (A) by the Company without cause (and other than due to death or disability) or (B)by such holder for good reason.
Documents
Issuer
NUTRACEUTICAL INTERNATIONAL CORP
CIK 0001050007
Entity typeother
Related Parties
1- filerCIK 0001700641
Filing Metadata
- Form type
- 4
- Filed
- Aug 23, 8:00 PM ET
- Accepted
- Aug 24, 8:34 PM ET
- Size
- 12.1 KB