4//SEC Filing
JEWELL ROY E 4
Accession 0001510192-12-000012
CIK 0001065034other
Filed
Feb 21, 7:00 PM ET
Accepted
Feb 22, 7:02 PM ET
Size
26.4 KB
Accession
0001510192-12-000012
Insider Transaction Report
Form 4
JEWELL ROY E
DirectorPresident and COO
Transactions
- Disposition to Issuer
Employee Stock Option (right to buy)
2012-02-22−400,000→ 0 totalExercise: $1.00Exp: 2013-12-22→ Common Stock (400,000 underlying) - Disposition to Issuer
Restricted Stock Units
2012-02-22−10,417→ 0 totalExercise: $0.00Exp: 2014-10-13→ Common Stock (10,417 underlying) - Disposition to Issuer
Employee Stock Option (right to buy)
2012-02-22−235,951→ 0 totalExercise: $5.12Exp: 2018-08-22→ Common Stock (235,951 underlying) - Disposition to Issuer
Common Stock
2012-02-22$7.35/sh−189,407$1,392,141→ 0 total - Disposition to Issuer
Employee Stock Option (right to buy)
2012-02-22−18,107→ 0 totalExercise: $7.00Exp: 2013-05-14→ Common Stock (18,107 underlying) - Disposition to Issuer
Employee Stock Option (right to buy)
2012-02-22−175,000→ 0 totalExercise: $2.48Exp: 2014-10-13→ Common Stock (175,000 underlying) - Disposition to Issuer
Restricted Stock Units
2012-02-22−75,000→ 0 totalExercise: $0.00Exp: 2016-08-22→ Common Stock (75,000 underlying) - Disposition to Issuer
Restricted Stock Units
2012-02-22−31,250→ 0 totalExercise: $0.00Exp: 2013-05-09→ Common Stock (31,250 underlying) - Disposition to Issuer
Restricted Stock Units
2012-02-22−112,500→ 0 totalExercise: $0.00Exp: 2015-05-26→ Common Stock (112,500 underlying)
Footnotes (9)
- [F1]Pursuant to the Agreement and Plan of Merger, dated November 30, 2011, by and among Synopsys, Inc., Lotus Acquisition Corp. and Magma Design Automation, Inc. (the "Merger Agreement"), at the effective time of the merger, each share of Magma common stock was converted into the right to receive $7.35 in cash.
- [F2]This option, which originally represented a right to purchase 235,951 shares of Magma common stock, provided for vesting on a quarterly basis over four years. Pursuant to the Merger Agreement, the 206,458 unvested shares subject to the option were converted into and became an option to purchase 49,995 shares of Synopsys common stock at an exercise price of $21.15 per share, and the 29,493 vested shares subject to the option were canceled in exchange for a cash payment per share equal to the excess of $7.35 over the per share exercise price of the option.
- [F3]This option, which originally represented a right to purchase 175,000 shares of Magma common stock, provided for vesting on a quarterly basis over three years from May 4, 2009. Pursuant to the Merger Agreement, the 10,938 unvested shares subject to the option were converted into and became an option to purchase 2,648 shares of Synopsys common stock at an exercise price of $10.25 per share, and the 164,062 vested shares (including 3,646 shares whose vesting was accelerated in connection with the merger) subject to the option were canceled in exchange for a cash payment per share equal to the excess of $7.35 over the per share exercise price of the option.
- [F4]This option, which initially represented a right to purchase 400,000 shares of Magma common stock, provided for vesting on a monthly basis over 48 months from December 22, 2008. Pursuant to the Merger Agreement, the 62,501 unvested shares subject to the option were converted into and became an option to purchase 15,135 shares of Synopsys common stock at an exercise price of $4.13 per share, and the 337,499 vested shares (including 20,833 shares whose vesting was accelerated in connection with the merger) subject to the option were canceled in exchange for a cash payment per share equal to the excess of $7.35 over the per share exercise price of the option.
- [F5]This option, which originally represented a right to purchase 297,393 shares of Magma common stock, provided for the immediate vesting of 209,753 shares on May 14, 2003, the vesting of 3,983 shares on June 5, 2003 and the vesting of the remaining shares on a monthly basis through March 5, 2005. Pursuant to the Merger Agreement, the 18,107 vested shares subject to the option were canceled in exchange for a cash payment per share equal to the excess of $7.35 over the per share exercise price of the option.
- [F6]This RSU, which originally represented an award with respect to 75,000 shares of Magma common stock, provided for vesting annually over four years. Pursuant to the Merger Agreement, the 56,250 unvested shares subject to the RSU were converted into and became RSUs with respect to 13,621 shares of Synopsys common stock, and the 18,750 vested shares (whose vesting was accelerated in connection with the merger) subject to the RSU were canceled in exchange for a cash payment of $7.35 per share.
- [F7]This RSU, which originally represented an award with respect to 125,000 shares of Magma common stock, provided for vesting on a quarterly basis over three years from May 4, 2009. Pursuant to the Merger Agreement, the 7,813 unvested shares subject to the RSU were converted into and became RSUs with respect to 1,891 shares of Synopsys common stock, and the 2,604 vested shares (whose vesting was accelerated in connection with the merger) subject to the RSU were canceled in exchange for a cash payment of $7.35 per share.
- [F8]This RSU, which originally represented an award with respect to 125,000 shares of Magma common stock, provided for vesting in 25% annual increments. Pursuant to the Merger Agreement, the 23,438 unvested shares subject to the RSU were converted into and became RSUs with respect to 5,675 shares of Synopsys common stock, and the 7,812 vested shares (whose vesting was accelerated in connection with the merger) subject to the RSU were canceled in exchange for a cash payment of $7.35 per share.
- [F9]This RSU, which originally represented an award with respect to 150,000 shares of Magma common stock, provided for vesting annually over four years from May 3, 2010. Pursuant to the Merger Agreement, the 84,375 unvested shares subject to the RSU were converted into and became RSUs with respect to 20,432 shares of Synopsys common stock, and the 28,125 vested shares (whose vesting was accelerated in connection with the merger) subject to the RSU were canceled in exchange for a cash payment of $7.35 per share.
Documents
Issuer
MAGMA DESIGN AUTOMATION INC
CIK 0001065034
Entity typeother
Related Parties
1- filerCIK 0001032474
Filing Metadata
- Form type
- 4
- Filed
- Feb 21, 7:00 PM ET
- Accepted
- Feb 22, 7:02 PM ET
- Size
- 26.4 KB