SEC Form 4 · accession 0001179110-16-020793

KEURIG GREEN MOUNTAIN, INC. · GMCR

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

Reporting owner

Director

Period of report

Mar 3, 2016

Accepted (ET)

Mar 3, 2016 · 10:42 am EST

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0000909954

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	D/I	Nature of ownership
Common Stock^F2	Mar 3, 2016	D	68,035	$92.00	D	D
Common Stock^F2	Mar 3, 2016	D	17,500	$92.00	D	I	2014 Grantor Retained Annuity Trust
Common Stock^F2	Mar 3, 2016	D	16,930	$92.00	D	I	2015 Grantor Retained Annuity Trust

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	D/I
Stock Option (Right to Buy)^F3	$61.71	Mar 3, 2016	D	575	D	—	Mar 10, 2021	Common Stock	575	D
Stock Option (Right to Buy)^F3	$54.12	Mar 3, 2016	D	1,109	D	—	Mar 22, 2022	Common Stock	1,109	D
Phantom Stock Units^F4	—	Mar 3, 2016	D	6,839	D	—	—	Common Stock	6,839	D
Restricted Stock Units^F5	—	Mar 3, 2016	D	84	D	—	—	Common Stock	84	D

F1Disposed of pursuant to the Agreement and Plan of Merger, dated as of December 6, 2015, by and among the Issuer, Acorn Holdings B.V., Maple Holdings Acquisition Corp. and, solely for purposes of Article IX therein, JAB Holdings B.V.(the "Merger Agreement").
F2Disposed of pursuant to the Merger Agreement in exchange for $92.00 for each share of the Issuer's common stock held by Reporting Person.
F3Pursuant to the Merger Agreement, this option was cancelled as of March 3, 2016 in exchange for a cash payment equal to the product of (i) the number of shares of the Issuer's common stock subject to the option multiplied by (ii) the excess of $92.00 over the per share exercise price of the option.
F4As of the effective date of the Merger, each phantom stock was canceled and converted into the right to receive an amount of cash, equal to the product of (i) the number of shares of the Issuer's common stock issuable upon conversion of such phantom stock unit multiplied by (ii) $92.00 per share.
F5Pursuant to the Merger Agreement, as of the effective date of the Merger, each restricted stock unit, whether vested or unvested, was canceled and converted into the right to receive an amount of cash, equal to the product of (i) the number of shares of the Issuer's common stock issuable upon conversion of such restricted stock unit multiplied by (ii) $92.00 per share.