SEC Form 4 · accession 0000313716-18-000055
HARDINGE INC · HDNG
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Thomas F. McGrail III
Officer — Vice President Global Ops.
Period of report
May 25, 2018
Accepted (ET)
May 30, 2018 · 5:03 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000313716
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 |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Option (Right to Buy)F1 | $15.40 | May 25, 2018 | D | 12,500 | D | — | Oct 15, 2027 | Common Stock | 12,500 | 0 | D |
| Stock Option (Right to Buy)F2 | $15.40 | May 25, 2018 | D | 12,500 | D | — | Oct 15, 2027 | Common Stock | 12,500 | 0 | D |
Explanation of responses
- F1On October 16, 2017, the reporting person was granted an option to purchase 12,500 shares of Hardinge Inc. common stock, which option was to vest in two (2) equal annual installments beginning October 16, 2019. On May 25, 2018, the option was cancelled pursuant to a certain Agreement and Plan of Merger, dated as of February 12, 2018, by and among Hardinge Holdings, LLC, Hardinge Merger Sub, Inc., and Hardinge Inc. (hereinafter referred to as the "Merger Agreement"). Upon cancellation of the option, the reporting person received a cash payment of $38,750, representing the difference between the market value of the underlying Hardinge Inc. common stock as of the date of cancellation ($18.50 per share) and the exercise price of the option.
- F2On October 16, 2017, the reporting person was granted an option to purchase 12,500 shares of Hardinge Inc. common stock, which option was to vest upon the completion of certain milestones associated with the economic performance of the issuer over a three year period beginning on the grant date. On May 25, 2018, the option was cancelled pursuant to the Merger Agreement, whereupon the reporting person received a cash payment of $38,750, representing the difference between the market value of the underlying Hardinge Inc. common stock as of said date ($18.50 per share) and the exercise price of the option.