SEC Form 4 · accession 0000908662-15-000031
MICROFINANCIAL INC · MFI
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Stephen J Constantino
Officer — VP of Human Resources
Period of report
Jan 23, 2015
Accepted (ET)
Jan 26, 2015 · 2:04 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000827230
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Jan 23, 2015 | A | 2,640 | $0.00 | A | 50,076 | D | |
| Common Stock | Jan 23, 2015 | D | 50,076 | $10.20 | 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 Option (Right to Buy)F2 | $5.77 | Jan 23, 2015 | D | 1,815 | D | Feb 26, 2012 | Feb 26, 2017 | Common Stock | 1,815 | 0 | D |
| Stock Option (Right to Buy)F3 | $5.85 | Jan 23, 2015 | D | 17,843 | D | — | May 2, 2018 | Common Stock | 17,843 | 0 | D |
| Stock Option (Right to Buy)F4 | $2.30 | Jan 23, 2015 | D | 44,498 | D | — | Feb 3, 2019 | Common Stock | 44,498 | 0 | D |
Explanation of responses
- F1Represents performance based RSU's which were vested in connection with the merger between the issuer, MF Merger Sub Corp. and MF Parent LP.
- F2This option, which provided for 100% vesting on the 5th anniversary of the grant date, was cancelled in the merger in exchange for a cash payment per share representing the difference between the exercise price and the per share merger price.
- F3This option, which provided for vesting in 25% increments beginning on the second anniversary of the grant date and and annually thereafter, was cancelled in the merger in exchange for a cash payment per share representing the difference between the exercise price and the per share merger price.
- F4This option, which provided for vesting in 25% increments beginning on the second anniversary of the grant date and and annually thereafter, was cancelled in the merger in exchange for a cash payment per share representing the difference between the exercise price and the per share merger price.