4//SEC Filing
NOWICKI DAVID E 4
Accession 0001437749-13-002911
CIK 0000822418other
Filed
Mar 13, 8:00 PM ET
Accepted
Mar 14, 6:53 PM ET
Size
20.0 KB
Accession
0001437749-13-002911
Insider Transaction Report
Form 4
BIOCLINICA INCBIOC
NOWICKI DAVID E
Director
Transactions
- Disposition from Tender
Common Stock
2013-03-12$7.25/sh−187,871$1,362,065→ 0 total - Disposition to Issuer
Employee Stock Option (Right to Buy)
2013-03-13$2.15/sh−15,000$32,250→ 0 totalExercise: $5.10Exp: 2014-05-10→ Common Stock (15,000 underlying) - Disposition to Issuer
Employee Stock Option (Right to Buy)
2013-03-13$2.51/sh−21,250$53,337→ 0 totalExercise: $4.74Exp: 2013-05-28→ Common Stock (21,250 underlying) - Disposition to Issuer
Employee Stock Option (Right to Buy)
2013-03-13$3.06/sh−10,000$30,600→ 0 totalExercise: $4.19Exp: 2013-05-10→ Common Stock (10,000 underlying)
Footnotes (4)
- [F1]Of such amount, 3,500 shares automatically vested and 56,500 shares were issued to the filing person and were paid for in connection with the change in control that occurred upon the acceptance of shares pursuant to the tender offer (the "Offer") which was launched in connection with the Agreement and Plan of Merger dated January 29, 2013 by and among BioCore Holdings, Inc., BC Acquisition Corp. ("Purchaser") and BioClinica, Inc. On March 12, 2013, all shares which were tendered by the filing person in connection with the Offer were accepted by the Purchaser.
- [F2]This option, which provided for vesting 6250 immediately and then in equal monthly increments over 12 months beginning May 28, 2003, was cancelled in connection with the merger transaction effected pursuant to the Agreement and Plan of Merger dated January 29, 2013 by and among BioCore Holdings, Inc., BC Acquisition Corp. and BioClinica, Inc. (the "Merger"), in exchange for a cash payment of $53,337.50, representing the difference between the exercise price of the option and the market value of the underlying BIOC common stock on the effective date of the Merger ($7.25).
- [F3]This option, which provided for vesting in equal monthly increments over 12 months beginning on June 10, 2004, was cancelled in connection with the Merger, in exchange for a cash payment of $32,250, representing the difference between the exercise price of the option and the market value of the underlying BIOC common stock on the effective date of the Merger ($7.25).
- [F4]This option, which provided for vesting in equal monthly increments over 12 months beginning on June 10, 2006, was cancelled in connection with the Merger, in exchange for a cash payment of $30,600, representing the difference between the exercise price of the option and the market value of the underlying BIOC common stock on the effective date of the Merger ($7.25).
Documents
Issuer
BIOCLINICA INC
CIK 0000822418
Entity typeother
Related Parties
1- filerCIK 0001207567
Filing Metadata
- Form type
- 4
- Filed
- Mar 13, 8:00 PM ET
- Accepted
- Mar 14, 6:53 PM ET
- Size
- 20.0 KB