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4//SEC Filing

CST BRANDS, INC. 4

Accession 0001573688-17-000008

CIK 0001562039operating

Filed

Jun 29, 8:00 PM ET

Accepted

Jun 30, 1:14 PM ET

Size

12.8 KB

Accession

0001573688-17-000008

Insider Transaction Report

Form 4
Period: 2017-06-28
Transactions
  • Disposition to Issuer

    Common Stock, Par Value $0.01

    2017-06-28$48.53/sh2,793$135,54414,977 total
  • Exercise/Conversion

    Common Stock, Par Value $0.01

    2017-06-28+2,79317,770 total
  • Exercise/Conversion

    Restricted Stock Units

    2017-06-282,7930 total
    Common Stock (2,793 underlying)
Footnotes (3)
  • [F1]Each restricted stock unit represents a contingent right to receive one share of the issuer's common stock.
  • [F2]On August 21, 2016, CST Brands, Inc., a Delaware corporation ("CST"), entered into an Agreement and Plan of Merger (the "Merger Agreement") with Circle K Stores Inc., a Texas corporation ("Circle K"), and Ultra Acquisition Corp., a Delaware corporation and an indirect, wholly owned subsidiary of Circle K ("Merger Sub"). Circle K is a wholly owned subsidiary of Alimentation Couche-Tard Inc ("ACT"). On June 28, 2017, upon the terms and subject to the conditions set forth in the Merger Agreement and in accordance with the applicable provisions of the General Corporation Law of the State of Delaware, Merger Sub merged with and into CST (the "Merger"). At the effective time of the Merger (the "Effective Time"), the separate corporate existence of Merger Sub ceased, and CST survived the Merger as an indirect, wholly owned subsidiary of Circle K.
  • [F3]As per the Merger Agreement (defined above), each award of RSUs that was outstanding immediately prior to the effective time, whether vested or unvested, became fully vested and was converted into the right to receive a cash payment equal to the product of (1) the number of shares of CST common stock subject to such award as of the effective time and (2) the merger consideration (as defined in the Merger Agreement).

Issuer

CST BRANDS, INC.

CIK 0001562039

Entity typeoperating

Related Parties

1
  • filerCIK 0001562039

Filing Metadata

Form type
4
Filed
Jun 29, 8:00 PM ET
Accepted
Jun 30, 1:14 PM ET
Size
12.8 KB