SEC Form 4 · accession 0001192482-15-000287
IGATE CORP · IGTE
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
William G Parrett
Director
Period of report
Jul 1, 2015
Accepted (ET)
Jul 1, 2015 · 4:06 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001024732
Table I — non-derivative securities
No Table I lines on this filing.
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Option (right to buy)F1,F2 | $17.38 | Apr 11, 2013 | D | 2,445 | D | — | Apr 11, 2023 | Common Stock | 2,445 | 0 | D |
| Restricted Stock UnitsF1,F3 | $0.00 | Apr 11, 2013 | D | 1,222 | D | — | — | Common Stock | 1,222 | 0 | D |
| Stock Option (right to buy)F1,F4 | $36.40 | Apr 11, 2014 | D | 1,168 | D | — | Apr 11, 2024 | Common Stock | 1,168 | 0 | D |
| Restricted Stock UnitsF1,F5 | $0.00 | Apr 11, 2014 | D | 584 | D | — | — | Common Stock | 584 | 0 | D |
| Restricted Stock UnitsF1,F6 | $0.00 | Jan 22, 2015 | D | 430 | D | — | — | Common Stock | 430 | 0 | D |
| Restricted Stock UnitsF1,F7 | $0.00 | Mar 30, 2015 | D | 1,060 | D | — | — | Common Stock | 1,060 | 0 | D |
| Restricted Stock UnitsF1,F8 | $0.00 | Mar 30, 2015 | D | 297 | D | — | — | Common Stock | 297 | 0 | D |
| Stock Option (right to buy)F1,F9 | $41.17 | Apr 10, 2015 | D | 4,794 | D | — | Apr 10, 2025 | Common Stock | 4,794 | 0 | D |
| Restricted Stock UnitsF1,F10 | $0.00 | Apr 10, 2015 | D | 1,214 | D | — | — | Common Stock | 1,214 | 0 | D |
Explanation of responses
- F1Disposed of pursuant to merger agreement among issuer and Cap Gemini, S.A., CapGemini North America, Inc. and LaPorte Merger Sub, Inc. in exchange for a cash payment of $48.00 per share.
- F10The restricted stock units vest on April 10, 2016. These units were canceled in the merger in exchange for a cash payment of $48.00 per share.
- F2This option was granted on April 11, 2013. Pursuant to the terms of the Merger Agreement, this option was cancelled in exchange for a cash payment of $74,865.90, representing the aggregate difference between the merger consideration of $48.00 per share and the exercise price of the option on the effective date of the merger.
- F3The restricted stock units vested on April 11, 2014. Half of the vested shares were delivered to the reporting person upon the vesting date, and half of the vested shares were to be delivered to the reporting person upon the termination of employment with IGATE Corporation. These units were canceled in the merger in exchange for a cash payment of $48.00 per share.
- F4This option was granted on April 11, 2014. Pursuant to the terms of the Merger Agreement, this option was cancelled in exchange for a cash payment of $13,548.80, representing the aggregate difference between the merger consideration of $48.00 per share and the exercise price of the option on the effective date of the merger.
- F5The restricted stock units vested on April 11, 2015. Half of the vested shares were delivered to the reporting person on April 11, 2015, and the remaining half of the vested shares were to be delivered to the reporting person upon the termination of employment with IGATE Corporation. These units were canceled in the merger in exchange for a cash payment of $48.00 per share.
- F6The restricted stock units were scheduled to vest on January 22, 2016. Half of the vested shares were to be delivered to the reporting person on January 22, 2016, and the remaining half of the vested shares were to be delivered to the reporting person upon the termination of service as a member of the Board of Directors of Issuer. These units were canceled in the merger in exchange for a cash paymentof $48.00 per share.
- F71,060 restricted stock units were scheduled to vest on April 11, 2016. These units were canceled in the merger in exchange for a cash payment of $48.00 per share.
- F8148 restricted stock units were scheduled to vest on April 11, 2016, and 149 restricted stock units were scheduled to vest on April 11, 2017. These units were canceled in the merger in exchange for a cash paymentof $48.00 per share.
- F9This option was granted on April 10, 2015. Pursuant to the terms of the Merger Agreement, this option was cancelled in exchange for a cash payment of $32,743.02, representing the aggregate difference between the merger consideration of $48.00 per share and the exercise price of the option on the effective date of the merger.
Remarks
This form is filed for the avoidance of doubt based upon the previously-announced merger agreement among the issuer and Cap Gemini S.A., Capgemini North America, Inc., and Laporte Merger Sub, Inc.