SEC Form 4 · accession 0001020416-16-000221
MONSTER WORLDWIDE, INC. · MWW
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Mark Stoever
Officer — President and COO
Period of report
Oct 31, 2016
Accepted (ET)
Nov 2, 2016 · 7:55 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001020416
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Oct 31, 2016 | U | 450,318 | $3.40 | D | 165,000 | D | |
| Common Stock | Nov 1, 2016 | D | 115,000 | $3.40 | D | 50,000 | D | |
| Common Stock | Nov 1, 2016 | D | 50,000 | $3.40 | D | 0 | D | |
| Common Stock | Nov 1, 2016 | D | 213 | $3.40 | D | 0 | I | By 401(k) Plan |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1The Reporting Person tendered the shares of common stock in exchange for $3.40 per share in cash in the tender offer (the "Tender Offer") made pursuant to the Agreement and Plan of Merger (the "Merger Agreement"), dated as of August 8, 2016, by and among the Issuer, Randstad North America, Inc. and Merlin Global Acquisition, Inc.
- F2Represents unvested restricted stock units and/or unvested shares of restricted stock that pursuant to the Merger Agreement were converted into the right to receive $3.40 per share in cash at the effective time of the merger (the "Merger") effected pursuant to the Merger Agreement.
- F3Represents unvested performance-based restricted stock units that pursuant to the terms of the award agreement and the Merger Agreement were cancelled for no consideration at the effective time of the Merger.
- F4Represents shares of common stock held indirectly through the Reporting Person's 401(k) plan account that will convert into $3.40 per share in cash as a result of the Tender Offer and the Merger.