SEC Form 4 · accession 0001104659-16-144467
MINES MANAGEMENT INC · MGN
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Robert L Russell
Director
Period of report
Sep 13, 2016
Accepted (ET)
Sep 13, 2016 · 8:36 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000066649
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Sep 13, 2016 | D | 412,980 | — | D | 0 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Options (Right to Buy)F4,F5,F2 | $0.91 | Sep 13, 2016 | D | 25,000 | D | — | Nov 30, 2019 | Common Stock | 25,000 | 0 | D |
| Stock Options (Right to Buy)F4,F6,F3 | $0.91 | Sep 13, 2016 | D | 25,000 | D | — | Apr 15, 2020 | Common Stock | 25,000 | 0 | D |
Explanation of responses
- F1Common stock disposed of pursuant to the Agreement and Plan of Merger, dated as of May 23, 2016, as amended on June 29, 2016 and July 29, 2016, among Mines Management, Inc. ("Mines Management"), Hecla Mining Company ("Hecla"), and HL Idaho Corp. ("Merger Sub"), whereby Merger Sub was merged with and into Mines Management (the "Merger") and each share of common stock of Mines Management was converted into 0.2218 (the "Exchange Rate") of a share of Hecla common stock, resulting in the receipt of 91,599 shares of Hecla common stock plus cash paid in lieu of fractional shares. The closing price of Hecla common stock on September 13, 2016, the effective date of the Merger, was $5.40.
- F2The option was granted on 06/11/2014 and vested 100% on 11/30/2014.
- F3The option was granted on 06/11/2014 and vested 100% on 04/15/2015.
- F4The option was cancelled in connection with the Merger in consideration for shares of Hecla common stock (with cash being paid in lieu of fractional shares) representing the value equal to the difference between (x) the product of the Exchange Rate and the closing price of Hecla common stock on the date prior to the effective date of the Merger and (y) the option exercise price. The closing price of Hecla common stock on September 13, 2016, the effective date of the Merger, was $5.40.
- F5The Hecla common stock issued had a value of $9,355.55.
- F6The Hecla common stock issued had a value of $9,355.55.