STEINER LEISURE Ltd 4
4 · STEINER LEISURE Ltd · Filed Dec 11, 2015
Insider Transaction Report
Form 4
WARSHAW CLIVE E
DirectorChairman
Transactions
- Disposition to Issuer
Common Shares
2015-12-09$65.00/sh−769,193$49,997,545→ 0 total - Disposition to Issuer
Common Shares
2015-12-09$65.00/sh−1,372$89,180→ 13,092 total(indirect: By Spouse) - Disposition to Issuer
Common Shares
2015-12-09$65.00/sh−13,092$850,980→ 0 total(indirect: By Spouse) - Disposition to Issuer
Common Shares
2015-12-09$65.00/sh−1,830$118,950→ 771,023 total - Disposition to Issuer
Employee Share Option (Right to Buy)
2015-12-09−25,000→ 0 totalExercise: $42.97From: 2007-11-27Exp: 2016-11-27→ Common Shares (25,000 underlying)
Footnotes (4)
- [F1]Represents time-based restricted share units subject to vesting over time, which were vested and canceled at the effective time of the merger pursuant to the Agreement and Plan of Merger, dated August 20, 2015, by and among the Company, Nemo Parent, Inc. and Nemo Merger Sub., Inc. (the "Merger"), in exchange for the right to receive $65.00 in cash per share (the "Merger Consideration"), without interest and subject to any withholding of taxes required by applicable law.
- [F2]Represents common shares converted into the right to receive the Merger Consideration, without interest and subject to any withholding of taxes required by applicable law.
- [F3]Reporting person disclaims beneficial ownership of these securities and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or any other purposes.
- [F4]As of the effective time of the Merger, each outstanding share option to purchase common shares was canceled in exchange for the right to receive an amount in cash (subject to any applicable withholding) equal to the product of (i) the total number of common shares subject to the share option as of the effective time of the Merger and (ii) the amount by which the Merger Consideration exceeds the exercise price per share of common shares underlying the share option.