4//SEC Filing
ENTROPIC COMMUNICATIONS INC 4
Accession 0001417606-15-000041
CIK 0001227930operating
Filed
May 3, 8:00 PM ET
Accepted
May 4, 11:53 AM ET
Size
21.8 KB
Accession
0001417606-15-000041
Insider Transaction Report
Form 4
Tewksbury Ted L III
Director
Transactions
- Disposition to Issuer
Non-Qualified Stock Option (right to buy)
2015-04-30−100,000→ 0 totalExercise: $2.71Exp: 2024-11-10→ Common Stock (100,000 underlying) - Disposition to Issuer
Non-Qualified Stock Option (right to buy)
2015-04-30−10,000→ 0 totalExercise: $8.59Exp: 2021-05-19→ Common Stock (10,000 underlying) - Disposition to Issuer
Non-Qualified Stock Option (right to buy)
2015-04-30−10,000→ 0 totalExercise: $4.21Exp: 2023-05-14→ Common Stock (10,000 underlying) - Disposition to Issuer
Non-Qualified Stock Option (right to buy)
2015-04-30−10,000→ 0 totalExercise: $3.97Exp: 2022-05-15→ Common Stock (10,000 underlying) - Disposition to Issuer
Non-Qualified Stock Option (right to buy)
2015-04-30−51,076→ 0 totalExercise: $8.30Exp: 2020-09-07→ Common Stock (51,076 underlying) - Disposition to Issuer
Common Stock
2015-04-30−30,294→ 0 total - Disposition to Issuer
Non-Qualified Stock Option (right to buy)
2015-04-30−10,000→ 0 totalExercise: $3.13Exp: 2024-05-14→ Common Stock (10,000 underlying) - Disposition to Issuer
Restricted Stock Unit
2015-04-30−15,974→ 0 total→ Common Stock (15,974 underlying)
Footnotes (8)
- [F1]Disposed of pursuant to the Agreement and Plan of Merger and Reorganization dated as of February 3, 2015 (the Merger Agreement, and the transactions contemplated therein, the Merger), by and among the Issuer, MaxLinear, Inc. (MaxLinear), Excalibur Acquisition Corporation and Excalibur Subsidiary, LLC, whereby each share of Issuer common stock was canceled in exchange for a cash payment of $1.20 per share and .2200 of a share of MaxLinear Class A Common Stock, with fractional shares being paid in cash. The market value of MaxLinear Class A Common Stock received under the Merger Agreement was $8.53 per share on the effective date of the Merger.
- [F2]One half (1/2) of the shares vested three months after the Vesting Commencement Date; the balance of the shares vest in a series of three (3) successive equal monthly installments thereafter, until fully vested on May 10, 2015. The option was assumed by MaxLinear in the Merger and replaced with an option to purchase 35,822 shares of MaxLinear Class A Common Stock with an exercise price of $7.57 per share.
- [F3]1/12th of the shares vest each month over twelve consecutive months beginning on May 14, 2014. The option was assumed by MaxLinear in the Merger and replaced with an option to purchase 3,582 shares of MaxLinear Class A Common Stock with an exercise price of $8.74 per share.
- [F4]1/12th of the shares vested each month over twelve consecutive months beginning on 5/15/12.The option was assumed by MaxLinear in the Merger and replaced with an option to purchase 3,582 shares of MaxLinear Class A Common Stock with an exercise price of $11.09 per share.
- [F5]1/12th of the shares vested each month over twelve consecutive months beginning on May 14, 2013.The option was assumed by MaxLinear in the Merger and replaced with an option to purchase 3,582 shares of MaxLinear Class A Common Stock with an exercise price of $11.76 per share.
- [F6]The shares vested in 48 equal monthly installments, beginning September 7, 2010. The option was assumed by MaxLinear in the Merger and replaced with an option to purchase 18,296 shares of MaxLinear Class A Common Stock with an exercise price of $23.17 per share.
- [F7]1/12th of the shares vested each month over twelve consecutive months beginning on 5/19/11. The option was assumed by MaxLinear in the Merger and replaced with an option to purchase 3,582 shares of MaxLinear Class A Common Stock with an exercise price of $23.97 per share.
- [F8]100% of the shares vest on May 14, 2015. The RSU represents a contingent right to receive Issuer common stock on a one-for-one basis. The RSU, which vests in equal annual installments, was assumed by MaxLinear in the Merger and converted into restricted stock units representing a contingent right to receive an aggregate of 5,722 shares of the Class A Common Stock of MaxLinear on the same terms and conditions (including with respect to vesting and exercisability) as were applicable to the RSU prior to the consummation of the Merger.
Documents
Issuer
ENTROPIC COMMUNICATIONS INC
CIK 0001227930
Entity typeoperating
IncorporatedDE
Related Parties
1- filerCIK 0001227930
Filing Metadata
- Form type
- 4
- Filed
- May 3, 8:00 PM ET
- Accepted
- May 4, 11:53 AM ET
- Size
- 21.8 KB