Barber J Michael 4
4 · PRIMEDIA INC · Filed Jul 15, 2011
Insider Transaction Report
Form 4
PRIMEDIA INCPRM
Barber J Michael
SVP and Chief Acct Officer
Transactions
- Disposition to Issuer
Common Stock
2011-07-13$7.10/sh−13,000$92,300→ 0 total - Disposition to Issuer
Employee Stock Option (right to buy)
2011-07-13−10,000→ 0 totalExercise: $6.42Exp: 2013-12-31→ Common Stock (10,000 underlying) - Award
Common Stock
2011-07-13+13,000→ 13,000 total
Footnotes (3)
- [F1]Reflects the July 13, 2011 accelerated vesting of performance-based award pursuant to the Merger Agreement (as defined below).
- [F2]Disposed of pursuant to an Agreement and Plan of Merger between PRIMEDIA Inc. (the "Company"), Pittsburgh Holdings, LLC and Pittsburgh Acquisition, Inc. (the "Merger Agreement") in exchange for a cash payment of $7.10 per share (the "Merger Consideration") on the effective date of the merger.
- [F3]This option, which provided for vesting in three equal annual installments beginning December 31, 2008, pursuant to the Merger Agreement was cancelled on the effective date of the merger and converted into the right to receive from the Company at or promptly after the effective time of the Merger, a cash payment, less any applicable tax withholding, equal to the product of (i) the excess of the Merger Consideration over the applicable exercise price per share of such stock option, and (ii) the number of shares of Common Stock such holder could have purchased had such holder exercised such stock option, in full immediately prior to the effective time of the Merger.