|4Feb 19, 12:40 PM ET

ARDEN GROUP INC 4

4 · ARDEN GROUP INC · Filed Feb 19, 2014

Insider Transaction Report

Form 4
Period: 2014-02-19
Transactions
  • Disposition to Issuer

    Stock Appreciation Rights

    2014-02-197,0000 total
    Class A Common Stock (7,000 underlying)
Footnotes (2)
  • [F1]Disposed of pursuant to an Agreement and Plan of Merger, dated as of December 20, 2013 (the "Merger Agreement"), among the issuer, GRCY Holdings, Inc. and GRCY Acquisition, Inc. in exchange for cash merger consideration of $126.50 per share.
  • [F2]This stock appreciation right was exercisable in 25% increments on each of January 15, 2013, 2014, 2015 and 2016. Effective as of the Effective Time, as defined under the Merger Agreement (the "Effective Time"), and pursuant to the terms of the Merger Agreement, this stock appreciation right became exercisable in full, was cancelled and was converted into the right to receive cash equal to the product of (a) the excess of $126.50 (the merger consideration) over the current base price of $90 under this stock appreciation right, multiplied by (b) the number of stock appreciation rights subject to such award (less any applicable withholding taxes), which amount is due and payable as soon as practicable after the Effective Time but in no event later than seven days thereafter.

Documents

1 file
  • 4
    rdgdoc.xmlPrimary

    FORM 4