SEC Form 4 · accession 0001163526-16-000004

ELECTRO RENT CORP · ELRC

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

Reporting owner

Officer — President and CEO

Period of report

Aug 10, 2016

Accepted (ET)

Aug 10, 2016 · 5:47 pm EDT

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0000032166

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Common Stock^F1	Aug 10, 2016	D	182,990	$15.50	D	0	D

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Restricted Stock Units^F4,F2,F3	—	Aug 10, 2016	D	22,686	D	—	—	Common Stock	0	0	D

F1Disposed of pursuant to and upon the effectiveness of the merger of Elecor Merger Corporation ("Merger Sub"), a wholly owned subsidiary of Elecor Intermediate Holding II Corporation ("Parent"), with and into the Issuer on August 10, 2016 (the "Merger"), pursuant to the Amended and Restated Agreement and Plan of Merger, dated as of June 23, 2016, by and among Issuer, Merger Sub and Parent (the "Merger Agreement").
F2Each restricted stock unit represents a contingent right to receive one share of the Issuer's common stock.
F3The restricted stock units vest in three equal annual installments beginning July 16, 2017. Vested shares will be delivered to the reporting person on the earliest of: a) the first January 1 after the fifth anniversay of the grant, b) a Change of Control, or c) the grantee ceasing to be an employee for any reason.
F4Upon the effectiveness of the Merger and pursuant to the Merger Agreement, each restricted stock unit (vested and unvested) was canceled in exchange for a right to receive an amount of cash equal to the per share merger consideration of $15.50 per share.