4//SEC Filing
van Gaalen Jan Kees 4
Accession 0001615817-19-000079
CIK 0001615817other
Filed
Nov 3, 7:00 PM ET
Accepted
Nov 4, 7:51 PM ET
Size
9.3 KB
Accession
0001615817-19-000079
Insider Transaction Report
Form 4
van Gaalen Jan Kees
Chief Financial Officer
Transactions
- Disposition to Issuer
Restricted Share Units
2019-10-31−45,059→ 0 total→ Common Stock (45,059 underlying) - Disposition to Issuer
Performance Shares
2019-10-31−36,047→ 0 total→ Common Stock (36,047 underlying)
Footnotes (4)
- [F1]Exercisable in three annual installments beginning one year after the grant date of December 11, 2018. The units settle in C&J common stock (default) and/or cash at each vesting as determined in the sole discretion of the Compensation Committee of the Board of Directors of C&J.
- [F2]Disposed upon the effectiveness of the merger pursuant to the Agreement and Plan of Merger, dated as of June 16, 2019, by and among C&J Energy Services, Inc. ("C&J"), Keane Group, Inc. ("Keane") and King Merger Sub Corp., a wholly owned subsidiary of Keane ("Merger Sub") (the "Merger Agreement"), pursuant to which Merger Sub merged with and into C&J, with C&J as the surviving corporation and wholly owned subsidiary of Keane. Pursuant to the Merger Agreement, at the effective time of the merger, each outstanding unit was assumed by Keane and converted into an award with respect to a number of shares of Keane common stock (rounded down to the nearest whole share) equal to the product of (x) the number of shares of C&J common stock subject to such unit and (y) 1.6149.
- [F3]The performance shares vest on the third anniversary of the grant date, December 11, 2021, subject to the achievement of certain levels of total shareholder returns relative to a peer group established by the Compensation Committee of the Board of Directors of C&J.
- [F4]Pursuant to the Merger Agreement, at the effective time of the merger, each outstanding performance share, other than a vested performance share, was assumed by Keane and converted into an award with respect to a number of shares of Keane common stock (rounded down to the nearest whole share) equal to the product of (x) the number of shares of C&J common stock subject to such performance share and (y) 1.6149.
Documents
Issuer
King Merger Sub II LLC
CIK 0001615817
Entity typeother
Related Parties
1- filerCIK 0001575608
Filing Metadata
- Form type
- 4
- Filed
- Nov 3, 7:00 PM ET
- Accepted
- Nov 4, 7:51 PM ET
- Size
- 9.3 KB