SEC Form 4 · accession 0001008817-15-000019
SAPIENT CORP · SAPE
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
James M Benson
Director
Period of report
Feb 6, 2015
Accepted (ET)
Feb 10, 2015 · 9:21 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001008817
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF2 | Dec 24, 2014 | G | 19,000 | $0.00 | D | 41,176 | D | |
| Common StockF2 | Dec 26, 2014 | G | 2,000 | $0.00 | D | 39,176 | D | |
| Common StockF2 | Dec 30, 2014 | G | 1,000 | $0.00 | D | 38,176 | D | |
| Common StockF2 | Jan 2, 2015 | G | 3,000 | $0.00 | D | 35,176 | D | |
| Common StockF7 | Feb 6, 2015 | D | 35,176 | $25.00 | D | 0 | D |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1The Reporting Person made charitable gifts in the amount of 19,000 shares on December 24, 2014.
- F26,123 of these securities represent shares of Sapient Corporation ("Sapient") common stock, par value $0.01 ("Common Stock") underlying Sapient restricted stock units subject to time-based vesting ("Restricted Stock Units").
- F3The Reporting Person made a charitable gift of 2,000 shares on December 26, 2014.
- F4The Reporting Person made a charitable gift of 1,000 shares on December 30, 2014.
- F5The Reporting Person made a charitable gift of 3,000 shares on January 2, 2015.
- F6Pursuant to the terms of the Agreement and Plan of Merger, dated as of November 1, 2014, among Sapient, Publicis Groupe S.A. and 1926 Merger Sub Inc. (the "Merger Agreement"), on February 6, 2015, each share of Sapient Common Stock, issued and outstanding immediately prior to the Effective Time (as defined in the Merger Agreement) and not otherwise excluded pursuant to the terms of the Merger Agreement, was converted into the right to receive $25.00 per share in cash (the "Merger Consideration"), subject to any required withholding taxes.
- F76,123 of these securities represent shares of Sapient Common Stock underlying Sapient Restricted Stock Units. Pursuant to the Merger Agreement, on February 6, 2015, Sapient Restricted Stock Units, plus any accrued and unvested dividend equivalent rights associated with such Restricted Stock Units, outstanding immediately prior to the Acceptance Time (as defined in the Merger Agreement) were canceled and converted into the right to receive the Merger Consideration, subject to any required withholding taxes.