SEC Form 4 · accession 0001104659-15-050713
ADVENT SOFTWARE INC /DE/ · ADVS
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
James Kirsner
Director
Period of report
Jul 8, 2015
Accepted (ET)
Jul 10, 2015 · 9:44 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001002225
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Feb 23, 2015 | G | 4,525 | $0.00 | D | 37,315 | I | Kirsner Family Trust |
| Common Stock | May 7, 2015 | Z | 1,306 | $0.00 | D | 0 | D | |
| Common Stock | May 7, 2015 | Z | 1,306 | $0.00 | A | 38,621 | I | Kirsner Family Trust |
| Common Stock | Jul 8, 2015 | D | 38,621 | $44.25 | D | 0 | I | Kirsner Family Trust |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Appreciation Rights | $7.84 | Jul 8, 2015 | D | 60,000 | D | Jan 18, 2007 | Jan 18, 2016 | Common Stock | 60,000 | 0 | D |
| Stock Appreciation Rights | $7.84 | Jul 8, 2015 | D | 24,000 | D | May 14, 2007 | May 17, 2016 | Common Stock | 24,000 | 0 | D |
| Stock Appreciation Rights | $7.92 | Jul 8, 2015 | D | 16,800 | D | May 16, 2008 | May 16, 2017 | Common Stock | 16,800 | 0 | D |
| Stock Appreciation Rights | $11.36 | Jul 8, 2015 | D | 16,800 | D | May 7, 2009 | May 7, 2018 | Common Stock | 16,800 | 0 | D |
| Stock Appreciation Rights | $7.84 | Jul 8, 2015 | D | 16,800 | D | May 13, 2010 | May 13, 2019 | Common Stock | 16,800 | 0 | D |
| Stock Appreciation Rights | $12.34 | Jul 8, 2015 | D | 10,000 | D | Jun 2, 2011 | Jun 2, 2020 | Common Stock | 10,000 | 0 | D |
| Stock Appreciation Rights | $17.49 | Jul 8, 2015 | D | 8,925 | D | May 11, 2012 | May 11, 2021 | Common Stock | 8,925 | 0 | D |
| Stock Appreciation Rights | $17.80 | Jul 8, 2015 | D | 8,470 | D | May 9, 2013 | May 9, 2022 | Common Stock | 8,470 | 0 | D |
| Stock Appreciation Rights | $21.06 | Jul 8, 2015 | D | 9,814 | D | May 9, 2014 | May 9, 2023 | Common Stock | 9,814 | 0 | D |
| Stock Appreciation Rights | $29.01 | Jul 8, 2015 | D | 9,138 | D | May 7, 2015 | May 7, 2024 | Common Stock | 9,138 | 0 | D |
Explanation of responses
- F1Gift of shares from Kirsner Family Trust to Vanguard Charitable.
- F10Represents vested stock appreciation rights that were disposed of pursuant to the Merger Agreement in exchange for a cash payment of $238,833, representing the aggregate difference between the exercise price of the stock appreciation right and the merger consideration of $44.25 per share.
- F11Represents vested stock appreciation rights that were disposed of pursuant to the Merger Agreement in exchange for a cash payment of $224,032, representing the aggregate difference between the exercise price of the stock appreciation right and the merger consideration of $44.25 per share.
- F12Represents vested stock appreciation rights that were disposed of pursuant to the Merger Agreement in exchange for a cash payment of $227,587, representing the aggregate difference between the exercise price of the stock appreciation right and the merger consideration of $44.25 per share.
- F13Represents vested stock appreciation rights that were disposed of pursuant to the Merger Agreement in exchange for a cash payment of $139,263, representing the aggregate difference between the exercise price of the stock appreciation right and the merger consideration of $44.25 per share.
- F2Transfer of shares from direcly held to indirectly held in Trust.
- F3Disposed of pursuant to the terms of the Merger Agreement in exchange for a cash payment of $44.25 per share on the effective date of the merger.
- F4Represents vested stock options that were disposed of pursuant to the Merger Agreement in exchange for a cash payment of $2,184,600, representing the aggregate difference between the exercise price of the stock option and the merger consideration of $44.25 per share.
- F5Represents vested stock options that were disposed of pursuant to the Merger Agreement in exchange for a cash payment of $873,840, representing the aggregate difference between the exercise price of the stock option and the merger consideration of $44.25 per share.
- F6Represents vested stock appreciation rights that were disposed of pursuant to the Merger Agreement in exchange for a cash payment of $610,344, representing the aggregate difference between the exercise price of the stock appreciation right and the merger consideration of $44.25 per share.
- F7Represents vested stock appreciation rights that were disposed of pursuant to the Merger Agreement in exchange for a cash payment of $552,552, representing the aggregate difference between the exercise price of the stock appreciation right and the merger consideration of $44.25 per share.
- F8Represents vested stock appreciation rights that were disposed of pursuant to the Merger Agreement in exchange for a cash payment of $611,688, representing the aggregate difference between the exercise price of the stock appreciation right and the merger consideration of $44.25 per share.
- F9Represents vested stock appreciation rights that were disposed of pursuant to the Merger Agreement in exchange for a cash payment of $319,100, representing the aggregate difference between the exercise price of the stock appreciation right and the merger consideration of $44.25 per share.