SEC Form 4 · accession 0001562180-17-001026

CLARCOR INC. · CLC

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

Reporting owner

Director

Period of report

Feb 28, 2017

Accepted (ET)

Mar 2, 2017 · 9:52 am EST

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0000020740

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Common Stock Par Value $1.00^F1	Feb 28, 2017	D	16,453	$83.00	D	0	D

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	D/I
Common Stock Par Value $1.00^F2	$35.55	Feb 28, 2017	D	7,500	D	—	Mar 30, 2018	Common Stock Par Value $1.00	7,500	D
Common Stock Par Value $1.00^F2	$25.31	Feb 28, 2017	D	7,500	D	—	Mar 22, 2019	Common Stock Par Value $1.00	7,500	D
Common Stock Par Value $1.00^F2	$35.11	Feb 28, 2017	D	7,500	D	—	Mar 22, 2020	Common Stock Par Value $1.00	7,500	D
Common Stock Par Value $1.00^F2	$44.07	Feb 28, 2017	D	7,500	D	—	Mar 21, 2021	Common Stock Par Value $1.00	7,500	D
Common Stock Par Value $1.00^F2	$49.35	Feb 28, 2017	D	7,500	D	—	Mar 26, 2022	Common Stock Par Value $1.00	7,500	D

F1Pursuant to the Agreement and Plan of Merger, dated as of December 1, 2016 (the "Merger Agreement"), by and among CLARCOR Inc. (the "Company"), Parker-Hannifin Corporation ("Parker") and Parker Eagle Corporation, a wholly owned subsidiary of Parker ("Merger Sub"), at the effective time of the merger, these shares of Company common stock were converted into the right to receive a cash payment (without interest and subject to applicable withholding taxes) equal to the per share merger consideration of $83.00.
F2Pursuant to the Merger Agreement, at the effective time of the merger, this stock option was cancelled in exchange for the right to receive a cash payment (without interest and subject to applicable withholding taxes) equal to the product of (i) the total number of shares of Company common stock subject to such stock option and (ii) the excess of the per share merger consideration of $83.00 over the exercise price per share of the stock option.