SEC Form 4 · accession 0000916480-16-000113
WAUSAU PAPER CORP. · WPP
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
G Watts Humphrey Jr.
Director
Period of report
Jan 21, 2016
Accepted (ET)
Jan 22, 2016 · 9:44 am EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000105076
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| No Par Value Common Stock | Jan 21, 2016 | D | 8,200 | $10.25 | D | 0 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF2 | $0.00 | Jan 21, 2016 | D | 35,844 | D | — | — | Common Stock | 35,844 | 0 | D |
| Common Stock (Right to Buy)F3 | $8.43 | Jan 21, 2016 | D | 3,000 | D | — | Apr 17, 2028 | Common Stock | 3,000 | 0 | D |
| Common Stock (Right to Buy)F3 | $6.96 | Jan 21, 2016 | D | 3,000 | D | — | Apr 16, 2019 | Common Stock | 3,000 | 0 | D |
| Common Stock (Right to Buy)F3 | $9.90 | Jan 21, 2016 | D | 3,000 | D | — | Apr 22, 2020 | Common Stock | 3,000 | 0 | D |
| Common Stock (Right to Buy)F4 | $13.57 | Jan 21, 2016 | D | 3,000 | D | — | Jun 23, 2027 | Common Stock | 3,000 | 0 | D |
Explanation of responses
- F1Disposed of pursuant to an agreement and plan of merger dated October 12, 2015 by and among issuer, SCA Americas Inc ., and Salmon Acquisition, Inc. (the "Merger" ) in which the issuer's common stock holders, within three days of the effective date of the Merger, were entitled to receive the merger consideration of $10.25 per common share.
- F2Each unit represented right to receive one share of issuer's common stock upon termination of service as a director, unless deferred at election of reporting person. Pursuant to the Merger, the award was cancelled in exchange for a cash payment equal to the merger consideration of $10.25 per share multiplied by the number of shares of common stock subject to such performance unit award.
- F3Pursuant to the Merger, this option was cancelled in exchange for a cash payment equal to the product of the excess, if any, of the merger consideration of $10.25 per share over the applicable per share exercise price of the option and the aggregate number of shares of common stock subject to such option.
- F4Pursuant to the Merger, this option was cancelled with no cash payment since its exercise price was greater than the merger consideration of $10.25 per share.