SEC Form 4 · accession 0001209191-18-054678
CONVERGYS CORP · CVG
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Andrea J. Ayers
Officer — President & CEO · Director
Period of report
Oct 5, 2018
Accepted (ET)
Oct 10, 2018 · 4:20 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001062047
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common SharesF1 | Oct 5, 2018 | D | 8,037 | — | D | 0 | I | By 401(k) Plan |
| Common SharesF2 | Oct 5, 2018 | D | 636 | — | D | 395,611 | D | |
| Common SharesF3 | Oct 5, 2018 | D | 175,454 | — | D | 220,157 | D | |
| Common SharesF4 | Oct 5, 2018 | D | 220,157 | — | D | 0 | D |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1At the Effective Time (as defined in the Agreement and Plan of Merger, dated June 28, 2018 (as amended, the "Merger Agreement"), by and among the Company, SYNNEX Corporation, Delta Merger Sub I, Inc. and Concentrix CVG Corporation), these shares were cancelled pursuant to the Merger Agreement in exchange for the right to receive $106,486.31 in cash and 1,015.04 shares of SYNNEX Corporation common stock having a market value of $89.14 per share, based on the closing price of SYNNEX common stock on October 5, 2018.
- F2At the Effective Time, these phantom shares held under the Company's Executive Deferred Compensation Plan were converted into $15,531.01 in cash based on the closing price of Convergys common stock on October 4, 2018.
- F3At the Effective Time, these time-based restricted stock units were converted into the right to receive $4,344,241.04 in cash, which amount will vest and be paid in accordance with the Merger Agreement and the applicable award agreements.
- F4At the Effective Time, these shares were cancelled pursuant to the Merger Agreement in exchange for the right to receive $2,917,080.25 in cash and 27,805.83 shares of SYNNEX Corporation common stock having a market value of $89.14 per share, based on the closing price of SYNNEX common stock on October 5, 2018.