4//SEC Filing
Major Lane E 4
Accession 0001499807-18-000139
CIK 0001499807other
Filed
Nov 13, 7:00 PM ET
Accepted
Nov 14, 4:49 PM ET
Size
22.8 KB
Accession
0001499807-18-000139
Insider Transaction Report
Form 4
Major Lane E
Chief Operating Officer
Transactions
- Disposition to Issuer
Common Stock
2018-11-09$27.50/sh−75,761$2,083,428→ 22,464 total - Disposition to Issuer
Common Stock
2018-11-09$27.50/sh−22,464$617,760→ 0 total - Disposition to Issuer
Stock Option (Right to Buy)
2018-11-09−61,728→ 61,728 totalExercise: $9.26Exp: 2021-02-27→ Common Stock (61,728 underlying) - Disposition to Issuer
Stock Option (Right to Buy)
2018-11-09−61,728→ 0 totalExercise: $9.26Exp: 2021-02-27→ Common Stock (61,728 underlying) - Disposition to Issuer
Stock Option (Right to Buy)
2018-11-09−19,000→ 0 totalExercise: $23.46Exp: 2025-07-01→ Common Stock (19,000 underlying) - Disposition to Issuer
Stock Option (Right to Buy)
2018-11-09−32,665→ 0 totalExercise: $14.38Exp: 2026-06-14→ Common Stock (32,665 underlying) - Disposition to Issuer
Stock Option (Right to Buy)
2018-11-09−29,880→ 0 totalExercise: $23.59Exp: 2028-06-04→ Common Stock (29,880 underlying) - Disposition to Issuer
Stock Option (Right to Buy)
2018-11-09−23,457→ 0 totalExercise: $15.00Exp: 2024-05-07→ Common Stock (23,457 underlying) - Disposition to Issuer
Stock Option (Right to Buy)
2018-11-09−21,807→ 0 totalExercise: $22.81Exp: 2027-06-06→ Common Stock (21,807 underlying)
Footnotes (9)
- [F1]On November 9, 2018, Stryker Corporation, a Michigan corporation ("Parent"), acquired the Issuer pursuant to that certain Agreement and Plan of Merger entered into by and among the Issuer, Parent and Austin Merger Sub Corp., a Delaware corporation and wholly-owned subsidiary of Parent ("Merger Sub"), dated as of August 29, 2018 (the "Merger Agreement"). In accordance with the Merger Agreement, Merger Sub merged with and into the Issuer, with the Issuer surviving such merger as a wholly-owned subsidiary of Parent (the "Merger").
- [F2]At the effective time of the Merger (the "Effective Time"), each outstanding share of the Issuer's common stock (other than certain excluded shares) automatically converted into the right to receive $27.50 in cash, without interest and less any applicable withholding taxes (the "Merger Consideration").
- [F3]Reflects shares of restricted stock.
- [F4]Each Issuer restricted stock award ("RSA"), whether vested or unvested, outstanding immediately prior to the Effective Time was cancelled and entitled the holder of such RSA, as applicable, to receive, without interest, an amount in cash equal to the product of (i) the total number of shares of Issuer common stock subject to such award multiplied by (ii) the Merger Consideration, less any applicable withholding taxes.
- [F5]These options were fully vested.
- [F6]At the Effective Time, each stock option, whether vested or unvested, outstanding immediately before the Effective Time was cancelled and entitled the holder of such option to receive, without interest, an amount in cash equal to the product of (i) the total number of shares of Issuer common stock subject to the stock option multiplied by (ii) the excess, if any, of the Merger Consideration over the exercise price of such stock option, less any applicable withholding taxes.
- [F7]These options were to vest ratably over a three year period beginning on June 14, 2017.
- [F8]These options were to vest ratably over a three year period beginning on June 6, 2018.
- [F9]These options were to vest ratably over a three year period beginning on June 5, 2019.
Documents
Issuer
K2M GROUP HOLDINGS, INC.
CIK 0001499807
Entity typeother
Related Parties
1- filerCIK 0001736714
Filing Metadata
- Form type
- 4
- Filed
- Nov 13, 7:00 PM ET
- Accepted
- Nov 14, 4:49 PM ET
- Size
- 22.8 KB