Sutcliffe George 4
4 · NYMAGIC INC · Filed Nov 24, 2010
Insider Transaction Report
Form 4
NYMAGIC INCNYM
Sutcliffe George
EVP - Claims
Transactions
- Disposition to Issuer
Common Stock
2010-11-23$25.75/sh−7,500$193,125→ 0 total - Disposition to Issuer
Common Stock - Restricted ShareUnits
2010-11-23$25.75/sh−11,000$283,250→ 0 total
Footnotes (2)
- [F1]Disposed of Pursuant to the Agreement and Plan of Merger by and among Prosight Specialty Insurance Holdings, Inc. ("ProSight"), PSI Merger Sub Inc. (Merger Sub") and NYMAGIC, INC. (the "Company"). dated as of July 15, 2010 which provided for a merger in which the Company would become a wholly-owned subsidiary of ProSight and would cease to be an independent, publicly- traded company (the "Merger"). The Merger became effective on November 23,2010. At the effective time of the Merger, each outstanding share of the Company's common stock (other than shares owned by the Company, it's subsidiaries, ProSight or Merger Sub) converted into the right to receive $25.75 in cash, without interest and less any applicable withholding taxes (the "Merger Consideration").
- [F2]As of the effective time if the merger, each restricted stock unit, wether vested or unvested ("Company RSU"), each deferred stock unit ("Company DSU"), and each performance stock unit for which the performance target have been achieved ("Company PSU") were canceled and converted into the right to receive an amount of cash equal to (A) the number of shares of Company common stock issuable upon conversion of such Company RSU,Company DSU or Company PSU multiplied by the merger Consideration, plus (B) any interest and the value of any dividend rights credited with respect to any such Company DSU or Company PSU minus (C) any required withholding taxes.