SEC Form 4 · accession 0001104659-17-041180
TRC COMPANIES INC /DE/ · TRR
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
John A Carrig
Director
Period of report
Jun 21, 2017
Accepted (ET)
Jun 23, 2017 · 10:41 am EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000103096
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Jun 21, 2017 | D | 74,769 | $17.55 | D | 0 | D |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Represents 69,955 deferred stock awards held under the TRC Companies, Inc. (the "Company") Directors' Deferred Compensation Plan, including 1,179 deferred stock awards received in lieu of cash fees earned by the reporting person for the quarter ended March 31, 2017, and 4,814 unvested restricted stock units ("RSUs") held prior to the June 21, 2017 effective time (the "Effective Time") of the Company's merger with Bolt Infrastructure Merger Sub, Inc., pursuant to which the Company became a wholly owned subsidiary of Bolt Infrastructure Parent, Inc.
- F2The shares underlying the deferred stock awards were issued as shares of the Company's common stock prior to the Effective Time. At the Effective Time, each share of the Company's common stock was cancelled and converted into the right to receive cash in an amount per share (subject to any applicable withholding tax) equal to $17.55, without interest (the "Merger Consideration"). The unvested RSUs vested immediately prior to the Effective Time and at the Effective Time were cancelled and converted into the right to receive an amount in cash equal to the product of (i) the total number of RSUs and (ii) the Merger Consideration.