SEC Form 4 · accession 0001213184-16-000086
NEWPORT CORP · NEWP
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Peter J Simone
Other
Period of report
Apr 29, 2016
Accepted (ET)
May 2, 2016 · 6:35 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000225263
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Apr 29, 2016 | D | 39,497 | $23.00 | D | 0 | D | |
| Common StockF2,F3 | Apr 29, 2016 | D | 15,295 | — | D | 0 | I | Held in Deferred Compensation Plan |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1On April 29, 2016, pursuant to the Agreement and Plan of Merger between the issuer, MKS Instruments, Inc. ("MKS") and MKS' wholly owned subsidiary, PSI Equipment, Inc. ("Merger Sub"), dated February 22, 2016 (the "Merger Agreement"), Merger Sub merged with and into the issuer (the "Merger"), with the issuer surviving the Merger as a wholly owned subsidiary of MKS. Pursuant to the Merger Agreement, at the effective time of the Merger, the shares were automatically converted into a right to receive $23.00 per share in cash.
- F2Restricted stock units representing the right to receive a total of 15,295 shares of the issuer's common stock were assumed by MKS in connection with the Merger and were converted into restricted stock units representing the right to receive a total of 9,388 shares of MKS' common stock.
- F3Restricted stock units had been held in the issuer's Deferred Compensation Plan for the benefit of reporting person.