MEMSIC Inc 4
4 · MEMSIC Inc · Filed Sep 20, 2013
Insider Transaction Report
Form 4
MEMSIC IncMEMS
Zavracky Paul M
Director
Transactions
- Sale
Stock Option (right to buy)
2013-09-17$4.22/sh−45,000$190,125→ 0 totalExercise: $0.30From: 2009-04-28Exp: 2015-04-28→ Common Stock (45,000 underlying) - Sale
Stock Option (right to buy)
2013-09-17$4.22/sh−100,000$422,500→ 0 totalExercise: $3.41From: 2015-04-04Exp: 2021-04-04→ Common Stock (100,000 underlying) - Other
Stock Option (right to buy)
2013-09-17−12,000→ 0 totalExercise: $6.40From: 2012-03-12Exp: 2018-03-12→ Common Stock (12,000 underlying) - Sale
Common Stock
2013-09-17$4.22/sh−47,524$200,789→ 0 total - Sale
Stock Option (right to buy)
2013-09-17$4.22/sh−12,000$50,700→ 0 totalExercise: $3.35From: 2014-05-12Exp: 2020-05-12→ Common Stock (12,000 underlying) - Sale
Common Stock
2013-09-17$4.22/sh−30,000$126,750→ 0 total - Sale
Stock Option (right to buy)
2013-09-17$4.22/sh−30,000$126,750→ 0 totalExercise: $0.30From: 2007-10-01Exp: 2013-10-01→ Common Stock (30,000 underlying) - Sale
Stock Option (right to buy)
2013-09-17$4.22/sh−12,000$50,700→ 0 totalExercise: $1.75From: 2013-03-12Exp: 2019-03-12→ Common Stock (12,000 underlying) - Sale
Stock Option (right to buy)
2013-09-17$4.22/sh−140,000$591,500→ 0 totalExercise: $2.15From: 2016-05-20Exp: 2022-05-20→ Common Stock (140,000 underlying)
Footnotes (4)
- [F1]Pursuant to the terms of the Agreement and Plan of Merger, dated April 22, 2013, by and among MZ Investment Holdings Limited ("Parent"), MZ Investment Holdings Merger Sub Limited and MEMSIC, Inc. (the "Merger Agreement"; capitalized terms used but not defined herein have the meanings assigned to them in the Merger Agreement), at the Effective Time, each share of common stock of the Company held by the Reporting Person was cancelled and converted automatically into the right to receive $4.225 in cash. In connection with the closing of the Merger, the Reporting Person rolled over certain of their existing equity interests in the Company into equity shares of Parent.
- [F2]Pursuant to the terms of the Merger Agreement, at the Effective Time, the RSUs held by the Reporting Person were converted into the right to receive an amount in cash equal to $4.225 per RSU. Pursuant to a rollover agreement entered into between Parent and the Reporting Person, certain RSUs held by the Reporting Person were converted into equity shares of Parent.
- [F3]Pursuant to the terms of the Merger Agreement, at the Effective Time, the Company Options held by the reporting person were converted into the right to receive an amount in cash equal to the product of (i) the excess, if any, of $4.225 per Common Share over the exercise price per Common Share of such Company Option multiplied by (ii) the total number of Common Shares subject to such Company Options (without regard to vesting). Pursuant to a rollover agreement entered into between Parent and the Reporting Person, certain Company Options held by the Reporting Person were converted into equity shares of Parent.
- [F4]Pursuant to the terms of the Merger Agreement, at the Effective Time, out of money stock options were canceled.