SEC Form 4 · accession 0001014108-18-000161
LAYNE CHRISTENSEN CO · LAYN
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Kevin P Maher
Officer — Sr VP - Water & Mineral Svcs
Period of report
Jun 14, 2018
Accepted (ET)
Jun 14, 2018 · 9:19 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000888504
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Jun 14, 2018 | D | 1,335 | — | 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 | — | Jun 14, 2018 | D | 6,450 | D | — | — | Common Stock | 6,450 | 0 | D |
| Stock Option (right to buy)F2 | — | Jun 14, 2018 | D | 6,446 | D | — | — | Common Stock | 6,446 | 0 | D |
| Performance SharesF3 | — | Jun 14, 2018 | D | 44,413 | D | — | — | Common Stock | 44,413 | 0 | D |
| Performance SharesF4 | — | Jun 14, 2018 | D | 27,287 | D | — | — | Common Stock | 27,287 | 0 | D |
| Restricted Stock UnitsF5 | — | Jun 14, 2018 | D | 740 | D | — | — | Common Stock | 740 | 0 | D |
| Restricted Stock UnitsF6 | — | Jun 14, 2018 | D | 5,943 | D | — | — | Common Stock | 5,943 | 0 | D |
| Restricted Stock UnitsF7 | — | Jun 14, 2018 | D | 12,145 | D | — | — | Common Stock | 12,145 | 0 | D |
| Restricted Stock UnitsF8 | — | Jun 14, 2018 | D | 8,898 | D | — | — | Common Stock | 8,898 | 0 | D |
| Performance SharesF9 | — | Jun 14, 2018 | D | 21,134 | D | — | — | Common Stock | 21,134 | 0 | D |
Explanation of responses
- F1Disposed of pursuant to merger agreement between issuer and Granite Construction Incorporated ("Granite") in exchange for 360.45 shares of Granite common stock having a market value of $58.11 per share on the effective date of the merger.
- F2This option was canceled in the merger without consideration.
- F3These performance restricted stock units were canceled in the merger in exchange for a cash payment of $692,749.53.
- F4These performance restricted stock units were canceled in the merger in exchange for a cash payment of $425,619.90.
- F5These restricted stock units were canceled in the merger in exchange for a cash payment of $11,542.45.
- F6These restricted stock units were canceled in the merger in exchange for a cash payment of $92,698.32.
- F7These restricted stock units were canceled in the merger in exchange for a cash payment of $189,436.50.
- F8These restricted stock units were canceled in the merger in exchange for a cash payment of $138,790.11.
- F9These performance restricted stock units were canceled in the merger in exchange for a cash payment of $329,646.02.