STEINER LEISURE Ltd 4
4 · STEINER LEISURE Ltd · Filed Dec 11, 2015
Insider Transaction Report
Form 4
HARRINGTON SEAN H
Managing Director - Elemis Ltd
Transactions
- Disposition to Issuer
Common Shares
2015-12-09$65.00/sh−65,858$4,280,770→ 14,643 total - Disposition to Issuer
Common Shares
2015-12-09$65.00/sh−7,722$501,930→ 6,921 total - Other
Common Shares
2015-12-09$65.00/sh−6,921$449,865→ 0 total
Footnotes (3)
- [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 performance-based restricted share units subject to vesting contingent on the achievement of performance goals or targets, which were vested and cancelled at the effective time of the Merger in exchange for the right to receive the Merger Consideration, without interest and subject to any withholding of taxes required by applicable law.
- [F3]Pursuant to a rollover agreement by and between an affiliate of Nemo Parent, Inc. and the Reporting Person, the Reporting Person contributed these shares in exchange for equity interests in an affiliate of Nemo Parent, Inc. (the "Rollover"), effective as of the effective time of the Merger. For purposes of the Rollover, the Reporting Person's shares were valued at the Merger Consideration.