SEC Form 4 · accession 0001104659-16-127176
Textura Corp · TXTR
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
David J Kelly
Officer — Executive VP, Client Services
Period of report
Jun 10, 2016
Accepted (ET)
Jun 14, 2016 · 7:44 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001565337
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Jun 10, 2016 | U | 30,300 | $26.00 | D | 0 | D | |
| Common Stock | Jun 10, 2016 | U | 950 | $26.00 | D | 0 | I | Held by the Julie A. Kelly Revocable Trust |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Option (right to buy)F2 | $10.025 | Jun 10, 2016 | D | 4,000 | D | Aug 3, 2014 | Aug 3, 2020 | Common Stock | — | 0 | D |
| Stock Option (right to buy)F3 | $13.025 | Jun 10, 2016 | D | 30,370 | D | Jan 18, 2015 | Jan 18, 2022 | Common Stock | — | 0 | D |
| Stock Option (right to buy)F4 | $15.00 | Jun 10, 2016 | D | 35,909 | D | Jun 7, 2016 | Jun 7, 2023 | Common Stock | — | 0 | D |
Explanation of responses
- F1Disposed of pursuant to the closing on June 10, 2016 of a cash tender offer by Tulip Acquisition Corporation, a Delaware corporation ("Merger Subsidiary"), which is a subsidiary of OC Acquisition LLC, a Delaware limited liability company, which is a subsidiary of Oracle Corporation, a Delaware corporation.
- F2The option was canceled in the merger between the Issuer and the Merger Subsidiary in exchange for a pre-tax cash payment of $63,900.00, representing the difference between the exercise price of the option and the merger consideration of $26.00 per share.
- F3The option was canceled in the merger between the Issuer and the Merger Subsidiary in exchange for a pre-tax cash payment of $394,050.75, representing the difference between the exercise price of the option and the merger consideration of $26.00 per share.
- F4The option was canceled in the merger between the Issuer and the Merger Subsidiary in exchange for a pre-tax cash payment of $394,999.00, representing the difference between the exercise price of the option and the merger consideration of $26.00 per share.