SEC Form 4 · accession 0001638599-16-001340

NORTEK INC · NTK

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

Reporting owner

Officer — VP, Corp. Controller and CAO

Period of report

Aug 31, 2016

Accepted (ET)

Aug 31, 2016 · 3:05 pm EDT

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001216596

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Common^F1	Aug 31, 2016	U	7,825	$86.00	D	1,111	D
Common^F2	Aug 31, 2016	D	1,111	$0.00	D	0	D

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	D/I
Stock Option (Right to Buy)^F3	$34.20	Aug 31, 2016	D	1,538	D	—	Mar 9, 2022	Common	1,538	D
Stock Option (Right to Buy)^F3	$80.84	Aug 31, 2016	D	3,626	D	—	Feb 24, 2025	Common	3,626	D
Stock Option (Right to Buy)^F3	$72.65	Aug 31, 2016	D	3,309	D	—	Mar 5, 2023	Common	3,309	D
Stock Option (Right to Buy)^F3	$72.48	Aug 31, 2016	D	2,857	D	—	Mar 5, 2024	Common	2,857	D
Stock Option (Right to Buy)^F3	$38.99	Aug 31, 2016	D	8,082	D	—	Jan 29, 2026	Common	8,082	D

F1Disposed of in a tender offer by Nevada Corp., a Delaware corporation ("Acquisition Sub") to acquire all of the outstanding shares of common stock of Nortek, Inc., a Delaware corporation ("Nortek") for $86.00 per share pursuant to the terms of an Agreement and Plan of Merger (the "Merger Agreement"), dated as of July 6, 2016, by and among Melrose Industries plc, Acquisition Sub and Nortek.
F2Pursuant to the terms of the Merger Agreement, 50% of Performance-Based Restricted Stock was cancelled.
F3Pursuant to the terms of the Merger Agreement, each option that was outstanding and unexercised immediately on the date of the Merger was automatically cancelled and converted into the right to receive a cash payment of $86.00 less the exercise price.