4//SEC Filing
Tumi Holdings, Inc. 4
Accession 0001535031-16-000146
CIK 0001535031operating
Filed
Aug 2, 8:00 PM ET
Accepted
Aug 3, 6:59 PM ET
Size
25.5 KB
Accession
0001535031-16-000146
Insider Transaction Report
Form 4
MARDY MICHAEL J
DirectorCFO and EVP
Transactions
- Disposition to Issuer
Common Stock, $0.01 par value per share
2016-08-01$26.75/sh−416,949$11,153,386→ 0 total - Disposition to Issuer
Common Stock, par value $0.01 per share
2016-08-01$26.75/sh−8,000$214,000→ 0 total(indirect: See footnote) - Disposition to Issuer
Common Stock, par value $0.01 per share
2016-08-01$26.75/sh−8,000$214,000→ 0 total(indirect: See footnote) - Disposition to Issuer
Stock Option (Right to Buy)
2016-08-01−16,965→ 0 totalExercise: $22.95Exp: 2024-03-04→ Common Stock, par value $0.01 per share (16,965 underlying) - Disposition to Issuer
Stock Option (Right to Buy)
2016-08-01−17,224→ 0 totalExercise: $23.25Exp: 2025-03-03→ Common Stock, $0.01 par value per share (17,224 underlying) - Disposition to Issuer
Restricted Stock Units
2016-08-01−2,509→ 0 total→ Common Stock, $0.01 par value per share (2,509 underlying) - Disposition to Issuer
Restricted Stock Units
2016-08-01−13,924→ 0 total→ Common Stock, $0.01 par value per share (13,924 underlying) - Disposition to Issuer
Common Stock, par value $0.01 per share
2016-08-01$26.75/sh−215,000$5,751,250→ 0 total(indirect: See footnote) - Disposition to Issuer
Common Stock, par value $0.01 per share
2016-08-01$26.75/sh−250,000$6,687,500→ 0 total(indirect: See footnote) - Disposition to Issuer
Stock Option (Right to Buy)
2016-08-01−55,006→ 0 totalExercise: $20.45Exp: 2023-01-04→ Common Stock, par value $0.01 per share (55,006 underlying)
Footnotes (16)
- [F1]Disposed of pursuant to and upon the effectiveness of the merger of PTL Acquisition Inc. ("Merger Sub"), a wholly owned subsidiary of Samsonite International S.A. ("Samsonite"), with and into the Issuer on August 1, 2016 pursuant to a merger agreement dated March 3, 2016 by and among Samsonite, Merger Sub and the Issuer.
- [F10]The stock option vests in three equal installments on each of the first three anniversaries of March 4, 2014, subject to the terms and conditions of the Plan.
- [F11]Upon the effectiveness of the merger, pursuant to the terms of the merger agreement, the option was cancelled in exchange for a cash payment of $64,467 (representing a price per share equal to the difference between the merger consideration, $26.75 per share, and the exercise price of the option).
- [F12]Each restricted stock unit represented a contingent right to receive one share of Issuer common stock.
- [F13]The restricted stock units vest in two equal installments on each of March 3, 2017 and March 2, 2018, subject to the terms and conditions of the Plan.
- [F14]Upon the effectiveness of the merger, pursuant to the terms of the merger agreement, the restricted stock units were cancelled in exchange for a cash payment of $67,115.75 (representing a price of $26.75 per restricted stock unit).
- [F15]The restricted stock units vest in three equal installments on each of March 1, 2017, March 1, 2018 and March 1, 2019, subject to the terms and conditions of the Plan.
- [F16]Upon effectiveness of the merger, pursuant to the terms of the merger agreement, the restricted stock units were cancelled in exchange for a cash payment of $372,467 (representing a price of $26.75 per restricted stock unit).
- [F2]Shares held by Theodore O'Donnell 2012 Trust. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of these shares for Section 16 or for any other purpose.
- [F3]Shares held by The 2012 Mardy Family Trust. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of these shares for Section 16 or for any other purpose.
- [F4]Shares held by Grant O'Donnell 2012 Trust. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of these shares for Section 16 or for any other purpose.
- [F5]Shares held by Michael Mardy 2016 Delaware Trust. The Reporting Person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of these shares for Section 16 or for any other purpose.
- [F6]The stock option vests in three equal installments on each of the first three anniversaries of March 3, 2015, subject to the terms and conditions of the Tumi Holdings, Inc. 2012 Long-Term Incentive Plan (the "Plan").
- [F7]Upon the effectiveness of the merger, pursuant to the terms of the merger agreement, the option was cancelled in exchange for a cash payment of $60,284 (representing a price per share equal to the difference between the merger consideration, $26.75 per share, and the exercise price of the option).
- [F8]The stock options vest in five equal installments on each of the first five anniversaries of January 4, 2013, subject to the terms and conditions of the Plan.
- [F9]Upon the effectiveness of the merger, pursuant to the terms of the merger agreement, the option was cancelled in exchange for a cash payment of $346,537.80 (representing a price per share equal to the difference between the merger consideration, $26.75 per share, and the exercise price of the option).
Documents
Issuer
Tumi Holdings, Inc.
CIK 0001535031
Entity typeoperating
IncorporatedDE
Related Parties
1- filerCIK 0001535031
Filing Metadata
- Form type
- 4
- Filed
- Aug 2, 8:00 PM ET
- Accepted
- Aug 3, 6:59 PM ET
- Size
- 25.5 KB