Statement of Changes in Beneficial Ownership (4)
04 3월 2016 - 12:41AM
Edgar (US Regulatory)
FORM 4
[
X
]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue.
See
Instruction 1(b).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0287
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0.5
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
KELLEY BRIAN P
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2. Issuer Name
and
Ticker or Trading Symbol
KEURIG GREEN MOUNTAIN, INC.
[
GMCR
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__
X
__ Director
_____ 10% Owner
__
X
__ Officer (give title below)
_____ Other (specify below)
CEO and President
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(Last)
(First)
(Middle)
33 COFFEE LANE
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3. Date of Earliest Transaction
(MM/DD/YYYY)
3/3/2016
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(Street)
WATERBURY, VT 05676
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_
X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security
(Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock
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3/3/2016
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D
(1)
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120539
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D
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$92.00
(2)
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0
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D
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Table II - Derivative Securities Beneficially Owned (
e.g.
, puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 3)
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2. Conversion or Exercise Price of Derivative Security
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3. Trans. Date
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3A. Deemed Execution Date, if any
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4. Trans. Code
(Instr. 8)
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5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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6. Date Exercisable and Expiration Date
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7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
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8. Price of Derivative Security
(Instr. 5)
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9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)
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10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)
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11. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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(A)
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(D)
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Date Exercisable
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Expiration Date
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Title
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Amount or Number of Shares
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Stock Option (Right to Buy)
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$37.81
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3/3/2016
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D
(1)
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107951
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(3)
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12/3/2022
(3)
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Common Stock
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107951
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(3)
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0
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D
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Stock Option (Right to Buy)
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$71.30
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3/3/2016
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D
(1)
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42076
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(3)
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12/6/2023
(3)
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Common Stock
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42076
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(3)
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0
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D
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Stock Option (Right to Buy)
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$52.98
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3/3/2016
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D
(1)
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63703
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(3)
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12/1/2025
(3)
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Common Stock
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63703
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(3)
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0
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D
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Restricted Stock Units
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(4)
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3/3/2016
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D
(1)
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4629
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(4)
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(4)
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Common Stock
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4629
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(4)
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0
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D
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Restricted Stock Units
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(4)
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3/3/2016
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D
(1)
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7013
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(4)
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(4)
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Common Stock
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7013
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(4)
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0
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D
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Restricted Stock Units
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(4)
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3/3/2016
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D
(1)
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5394
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(4)
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(4)
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Common Stock
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5394
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(4)
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0
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D
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Restricted Stock Units
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(4)
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3/3/2016
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D
(1)
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12658
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(4)
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(4)
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Common Stock
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12658
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(4)
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0
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D
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Performance Stock Units
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(5)
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3/3/2016
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D
(1)
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16185
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(5)
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(5)
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Common Stock
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16185
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(5)
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0
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D
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Performance Stock Units
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(5)
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3/3/2016
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D
(1)
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25317
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(5)
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(5)
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Common Stock
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25317
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(5)
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0
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D
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Explanation of Responses:
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(
1)
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Disposed of pursuant to the Agreement and Plan of Merger, dated as of December 6, 2015, by and among the Issuer, Acorn Holdings B.V., Maple Holdings Acquisition Corp. and, solely for purposes of Article IX therein, JAB Holdings B.V.(the "Merger Agreement").
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(
2)
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Disposed of pursuant to the Merger Agreement in exchange for $92.00 for each share of the Issuer's common stock held by Reporting Person.
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(
3)
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Pursuant to the Merger Agreement, this option was cancelled as of March 3, 2016 in exchange for a cash payment equal to the product of (i) the number of shares of the Issuer's common stock subject to the option multiplied by (ii) the excess of $92.00 over the per share exercise price of the option.
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(
4)
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Pursuant to the Merger Agreement, as of the effective date of the Merger, each restricted stock unit, whether vested or unvested, was canceled and converted into the right to receive an amount of cash, equal to the product of (i) the number of shares of the Issuer's common stock issuable upon conversion of such restricted stock unit multiplied by (ii) $92.00 per share.
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(
5)
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Represents previously unearned performance stock units. Pursuant to the Merger Agreement, as of the effective date of the Merger, each performance stock unit was canceled and converted into the right to receive an amount of cash, equal to the product of (i) the number of shares of the Issuer's common stock issuable upon conversion of such performance stock unit paid out at 100% of target multiplied by (ii) $92.00 per share.
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Reporting Owners
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Reporting Owner Name / Address
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Relationships
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Director
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10% Owner
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Officer
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Other
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KELLEY BRIAN P
33 COFFEE LANE
WATERBURY, VT 05676
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X
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CEO and President
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Signatures
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/s/ Jessica H. Collins, pursuant to a Power of Attorney
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3/3/2016
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**
Signature of Reporting Person
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Date
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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*
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If the form is filed by more than one reporting person,
see
Instruction 4(b)(v).
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**
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Intentional misstatements or omissions of facts constitute Federal Criminal Violations.
See
18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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Note:
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File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure.
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Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
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Keurig Green Mountain, Inc. (NASDAQ:GMCR)
과거 데이터 주식 차트
부터 8월(8) 2024 으로 9월(9) 2024
Keurig Green Mountain, Inc. (NASDAQ:GMCR)
과거 데이터 주식 차트
부터 9월(9) 2023 으로 9월(9) 2024