SEC Form 4 · accession 0001209191-15-025323
PENFORD CORP · PENX
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Jeffrey T Cook
Director
Period of report
Mar 11, 2015
Accepted (ET)
Mar 11, 2015 · 6:25 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000739608
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Mar 11, 2015 | D | 143,587 | $19.00 | D | 0 | D | |
| Common StockF1,F2 | Mar 11, 2015 | D | 12,084 | $19.00 | D | 0 | I | By Spouse as Trustee for Trust |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Common Stock and derivative securities of Penford Corporation ("Issuer") were disposed of pursuant to the transactions contemplated by the Agreement and Plan of Merger among Issuer, Ingredion Incorporated ("Acquiror"), and Prospect Sub, Inc., dated as of October 14, 2014 (the "Merger Agreement"). Upon closing of the transactions contemplated by the Merger Agreement (the "Effective Time"), Issuer became a wholly owned subsidiary of Acquiror, and each share of Common Stock of Issuer, including outstanding restricted stock which by its terms became fully vested at the Effective Time, was converted into the right to receive $19 in cash.
- F2Shares held in trust for which the reporting person's spouse is sole trustee.