SEC Form 4 · accession 0001225208-16-033756
SPECTRUM MANAGEMENT HOLDING COMPANY, LLC
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Thomas H Castro
Director
Period of report
May 18, 2016
Accepted (ET)
May 20, 2016 · 7:52 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001377013
Table I — non-derivative securities
No Table I lines on this filing.
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,F1,F3 | — | May 18, 2016 | D | 830 | D | — | — | Common Stock, par value $.01 per share | 830 | 17,209 | D |
| Restricted Stock UnitsF2,F1,F4 | — | May 18, 2016 | D | 1,058 | D | — | — | Common Stock, par value $.01 per share | 1,058 | 16,151 | D |
| Restricted Stock UnitsF2,F1,F5 | — | May 18, 2016 | D | 1,120 | D | — | — | Common Stock, par value $.01 per share | 1,120 | 15,031 | D |
| Restricted Stock UnitsF2,F1,F6 | — | May 18, 2016 | D | 15,031 | D | — | — | Common Stock, par value $.01 per share | 15,031 | 0 | D |
Explanation of responses
- F1Each restricted stock unit or deferred stock unit, as applicable, represented a right to receive one share of the Issuer's Common Stock prior to the closing of the transactions contemplated by the merger agreement (as defined below).
- F2These restricted stock units or deferred stock units, as applicable, were canceled in accordance with the terms of the Agreement and Plan of Mergers, dated as of May 23, 2015, among the Issuer, Charter Communications, Inc., CCH I, LLC (now named Charter Communications, Inc.) and certain other parties thereto (the "merger agreement"), and the Reporting Person received an amount in cash equal to approximately $224.91 per unit.
- F350% of the Common Stock covered by the restricted stock units would have been issuable to the Reporting Person on the earlier of February 10, 2019 (the third anniversary of the date of grant) or in connection with the Reporting Person's ceasing to serve as a director of the Issuer, and the remaining 50% would have been issuable to the Reporting Person in connection with the Reporting Person's ceasing to serve as a director of the Issuer.
- F450% of the Common Stock covered by the restricted stock units would have been issuable to the Reporting Person on the earlier of February 11, 2018 (the third anniversary of the date of grant) or in connection with the Reporting Person's ceasing to serve as a director of the Issuer, and the remaining 50% would have been issuable to the Reporting Person in connection with the Reporting Person's ceasing to serve as a director of the Issuer.
- F550% of the Common Stock covered by the restricted stock units would have been issuable to the Reporting Person on the earlier of February 12, 2017 (the third anniversary of the date of grant) or in connection with the Reporting Person's ceasing to serve as a director of the Issuer, and the remaining 50% would have been issuable to the Reporting Person in connection with the Reporting Person's ceasing to serve as a director of the Issuer.
- F6The Issuer's Common Stock would have been issuable to the Reporting Person in connection with the Reporting Person's ceasing to serve as a director of the Issuer.