SEC Form 4 · accession 0001209191-15-065634

INFORMATICA CORP · INFA

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Charles Race

Officer — EVP Worldwide Field Operations

Period of report

Aug 6, 2015

Accepted (ET)

Aug 12, 2015 · 5:21 pm EDT

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001080099

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Common Stock^F1,F2	Aug 6, 2015	D	87,648	—	D	0	D

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	D/I
Non-qualified stock option (right to buy)^F3	$25.46	Aug 6, 2015	D	782	D	—	May 3, 2017	Common Stock	782	D
Non-qualified stock option (right to buy)^F3	$54.93	Aug 6, 2015	D	2,500	D	—	May 2, 2018	Common Stock	2,500	D
Non-qualified stock option (right to buy)^F3	$43.80	Aug 6, 2015	D	18,000	D	—	Dec 8, 2018	Common Stock	18,000	D
Non-qualified stock option (right to buy)^F3	$44.06	Aug 6, 2015	D	20,000	D	—	Feb 1, 2019	Common Stock	20,000	D
Non-qualified stock option (right to buy^F3	$29.28	Aug 6, 2015	D	6,667	D	—	Aug 1, 2019	Common Stock	6,667	D
Non-qualified stock option (right to buy^F3	$30.33	Aug 6, 2015	D	37,500	D	—	Dec 17, 2019	Common Stock	37,500	D
Non-qualified stock option (right to buy^F3	$37.43	Aug 6, 2015	D	30,000	D	—	Feb 1, 2020	Common Stock	30,000	D
Non-qualified stock option (right to buy^F3	$31.36	Aug 6, 2015	D	100,000	D	—	Aug 1, 2021	Common Stock	100,000	D
Non-qualified stock option (right to buy^F3	$42.50	Aug 6, 2015	D	55,804	D	—	Feb 5, 2022	Common Stock	55,804	D
Performance-based restricted stock unit^F4	—	Aug 6, 2015	D	7,500	D	—	—	Common Stock	7,500	D
Performance-based restricted stock unit^F4	—	Aug 6, 2015	D	7,813	D	—	—	Common Stock	7,813	D
Performance-based restricted stock unit^F4	—	Aug 6, 2015	D	7,813	D	—	—	Common Stock	7,813	D

Explanation of responses

F1Each outstanding share of the Common Stock of the Issuer was converted into the right to receive $48.75 per share in cash, as described in the Merger Agreement.
F2Certain of these securities were restricted stock units ("RSUs") that represented the Reporting Person's right to receive Common Stock shares of the Issuer. The RSUs were cancelled or assumed by Newco, as described in the Merger Agreement.
F3Each outstanding option of the Issuer was either converted into the right to receive cash, or was cancelled without any cash payment or other consideration, as described in the Merger Agreement.
F4Performance-based restricted stock units ("PSUs") were cancelled, as described in the Merger Agreement. PSUs designated as Vested PSU or Rollover PSU were cancelled or assumed by Newco and converted into the right to receive cash payment, as described in the Merger Agreement.

Remarks

This Form 4 reports securities disposed pursuant to the terms of an Agreement and Plan of Merger (the "Merger Agreement"), dated as of April 6, 2015, a copy of which is filed as Exhibit 2.1 to the Issuer's Form 8-K filed with the SEC on April 7, 2015, and by which the Issuer became a wholly-owned subsidiary of Ithaca Holdco 2 LLC ("Newco").