SEC Form 4 · accession 0001225208-15-022105
CYTEC INDUSTRIES INC/DE/ · CYT
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Chris A Davis
Director
Period of report
Nov 30, 2015
Accepted (ET)
Dec 11, 2015 · 2:35 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000912513
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Nov 30, 2015 | A | 37 | $0.00 | A | 36,188 | D | |
| Common StockF2 | Dec 9, 2015 | D | 36,188 | $75.25 | 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 |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Deferred Stock AwardF3 | — | Dec 9, 2015 | D | 27,582 | D | — | — | Common Stock | 27,582 | 0 | D |
Explanation of responses
- F1Number of shares allocated to Director's account pursuant to a broker sponsored dividend reinvestment program during the period of January 1 - November 30, 2015.
- F2Pursuant to the Agreement and Plan of Merger by and among Cytec Industries Inc., Solvay SA and Tulip Acquisition Inc. dated as of July 28, 2015 (as amended, the "Merger Agreement"), each of these shares was cancelled at the effective time of the merger and converted into the right to receive $75.25 in cash , less any applicable tax withholding. The total shares include restricted stock which were converted in the same manner but will not be payable until July 1, 2016, or later if a deferral election was made.
- F3Pursuant to the Merger Agreement, each right to receive shares of our common stock on a deferred basis ("Deferred Stock Award"), was cancelled and converted into a right to receive an amount in cash equal to the product obtained by multiplying (a) the number of shares underlying the Deferred Stock Award, by (b) the merger consideration of $75.25, less any applicable tax withholding payable at various times in the future depending on the recipient's previous deferral elections, but not before July 1, 2016.