SEC Form 4 · accession 0001019361-16-000137
ROFIN SINAR TECHNOLOGIES INC · RSTI
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Peter Wirth
Officer — Chairman of the Board RSTI · Director
Period of report
Nov 7, 2016
Accepted (ET)
Nov 7, 2016 · 4:38 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001019361
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| RSTI Common StockF1 | Nov 7, 2016 | J | 12,600 | — | D | 0 | D | |
| RSTI Common StockF1 | Nov 7, 2016 | J | 6,500 | — | D | 0 | I | Spouse |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Employee Stock Option Right to BuyF2 | $28.50 | Nov 7, 2016 | J | 20,000 | D | — | Mar 15, 2017 | RSTI Common Stock | 20,000 | 0 | D |
| Employee Stock Option Right to BuyF3 | $40.20 | Nov 7, 2016 | J | 5,000 | D | — | Mar 19, 2018 | RSTI Common Stock | 5,000 | 0 | D |
Explanation of responses
- F1Reflects disposition on November 7, 2016 pursuant to a merger agreement by and among Coherent, Inc., Rembrandt Merger Sub Corp., a wholly owned subsidiary of Coherent Inc., and Rofin-Sinar Technologies Inc. dated as of March 16, 2016 (the "Merger Agreement"). In accordance with the Merger Agreement, at the effective time of the Merger, each share of RSTI common stock was automatically converted into a right to receive $32.50 per share in cash.
- F2Reflects disposition on November 7, 2016 pursuant to a merger agreement by and among Coherent, Inc., Rembrandt Merger Sub Corp., a wholly owned subsidiary of Coherent Inc., and Rofin-Sinar Technologies Inc. dated as of March 16, 2016 (the "Merger Agreement"). In accordance with the terms of the Merger Agreement, each option to acquire shares of Rofin common stock was cancelled and converted into an amount in cash equal to the excess of $32.50 over the exercise price of such option
- F3Reflects disposition on November 7, 2016 pursuant to a merger agreement by and among Coherent, Inc., Rembrandt Merger Sub Corp., a wholly owned subsidiary of Coherent Inc., and Rofin-Sinar Technologies Inc. dated as of March 16, 2016 (the "Merger Agreement"). In accordance with the terms of the Merger Agreement, each option to acquire shares of Rofin common stock with an exercise price of such option in excess of $32.50 was cancelled for no consideration.