Forman Edward 4
4 · Duff & Phelps Corp · Filed Apr 25, 2013
Insider Transaction Report
Form 4
Forman Edward
Executive VP, Gen Cnsl., Sec.
Transactions
- Other
Class A common stock
2013-04-23$15.55/sh−80,198$1,247,079→ 0 total - Disposition to Issuer
Class A common stock
2013-04-23−22,567→ 80,198 total
Footnotes (3)
- [F1]Disposition pursuant to the Agreement and Plan of Merger, dated as of December 30, 2012, by and among Duff & Phelps Corporation (the "Company"), Duff & Phelps Acquisitions, LLC, a Delaware limited liability company and wholly owned subsidiary of the Company ("DPA"), Dakota Holding Corporation, a Delaware corporation ("Parent"), Dakota Acquisition I, Inc., a Delaware corporation and a wholly owned subsidiary of Parent ("Merger Sub I"), and Dakota Acquisition II, LLC, a Delaware limited liability company and a wholly owned subsidiary of Merger Sub I ("Merger Sub II"), pursuant to which Merger Sub II merged with and into DPA with DPA surviving as a wholly owned subsidiary of Merger Sub I and immediately thereafter Merger Sub I merged with and into the Company with the Company surviving as a wholly owned subsidiary of Parent.
- [F2]Disposition relates to the forfeiture of certain performance share awards for which the applicable vesting conditions were not satisfied.
- [F3]Disposition includes a disposition of 5,967 shares of common stock of the Company pursuant to a rollover contribution agreement with DP Holdco, LP, a Delaware limited partnership ("Parent Holdco"), in which shares of common stock of the Company were contributed to Parent Holdco in exchange for equity interests in Parent Holdco.