SEC Form 4 · accession 0000899243-16-019907

CHECKPOINT SYSTEMS INC · CKP

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

Table I — non-derivative securities

Table II — derivative securities

Explanation of responses

• F1Pursuant to that certain Agreement and Plan of Merger dated March 1, 2016 (the "Merger Agreement") by and among the Issuer, CCL Industries Inc. ("CCL") and a wholly-owned subsidiary of CCL, the Issuer became an indirect wholly-owned subsidiary of CCL upon consummation of the merger (the "Effective Time"). The aggregate holdings of 45,561 shares of common stock were disposed at the Effective Time for the following merger consideration: (a) 32,375 shares of common stock. At the Effective Time, each such share of common stock was disposed of in exchange for $10.15 (or the "Merger Consideration") in cash. (b) 9,528 shares of unvested restricted stock units ("RSUs"). At the Effective Time, each RSU (whether vested or unvested) was canceled in exchange for a cash amount equal to the product of (x) $10.15 and (y) the number of shares covered by such RSU, subject to all applicable withholding taxes.
• F2(Continued From Footnote 1) (c) 3,658 shares of common stock acquired under various deferred compensation plans. It includes shares of common stock accrued pursuant to a matching provision under such plan. At the Effective Time, each deferred share was converted into a cash balance amount determined by multiplying the number of deferred shares outstanding immediately prior to the Effective Time by $10.15, rounded up to the nearest whole cent.

Remarks

Exhibit List: Exhibit 24 - Power of Attorney