Hodgkins Robert C 4
4 · DCP Holding CO · Filed Jun 27, 2019
Insider Transaction Report
Form 4
DCP Holding CONONE
Hodgkins Robert C
Vice President & CFO
Transactions
- Disposition to Issuer
Restricted Share Units (unvested)
2019-06-27−13.2→ 0 total→ Class B Common Shares (13.2 underlying) - Disposition to Issuer
Restricted Share Units (vested)
2019-06-27−473.335→ 0 total→ Class B Common Shares (473.335 underlying) - Disposition to Issuer
Phantom Share Units
2019-06-27−58.135→ 0 total→ Class B Common Shares (58.135 underlying)
Footnotes (5)
- [F1]Disposed of pursuant to the Merger Agreement between Issuer and DentaQuest LLC. In the Merger, Issuer shareholders received $2,527.46 per common share ("Merger Consideration"), exclusive of a special dividend of $462.36 ("Special Dividend") per common share paid by the Issuer.
- [F2]Each Restricted Share Unit and Phantom Share Unit is the economic equivalent of one Class B Common Share of Issuer.
- [F3]Vested Restricted Share Units were granted to the Reporting Person pursuant to the Issuer's 2006 Dental Care Plus Management Equity Incentive Plan. The Reporting Person elected to defer the receipt of the Restricted Share Units under the Issuer's Deferred Compensation Plan, and therefore, the Vested Restricted Share Units were settled for the Merger Consideration and the Special Dividend in cash upon the consummation of the Merger.
- [F4]Unvested Restricted Share Units vested upon consummation of the Merger and were converted into a right to receive the Merger Consideration and the Special Dividend.
- [F5]The Reporting Person acquired the Phantom Share Units by electing to defer compensation into Phantom Share Units under the Issuer's Deferred Compensation Plan. The Phantom Share Units were settled for the Merger Consideration and the Special Dividend in cash upon consummation of the Merger.