SEC Form 4 · accession 0001140361-15-002731
ELECSYS CORP · ESYS
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Daniel Lee Hughes
Officer — Chief Technology Officer
Period of report
Jan 22, 2015
Accepted (ET)
Jan 26, 2015 · 4:45 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000914398
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Jan 22, 2015 | D | 100 | — | 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 |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Employee Stock Option (Right to Buy)F2 | $3.47 | Jan 22, 2015 | D | 5,000 | D | — | Jan 20, 2020 | Common Stock | 5,000 | 0 | D |
| Employee Stock Option (Right to Buy)F3 | $4.35 | Jan 22, 2015 | D | 15,000 | D | — | May 22, 2022 | Common Stock | 15,000 | 0 | D |
| Employee Stock Option (Right to Buy)F4 | $3.04 | Jan 22, 2015 | D | 24,000 | D | — | Nov 28, 2022 | Common Stock | 24,000 | 0 | D |
| Employee Stock Option (Right to Buy)F5 | $5.86 | Jan 22, 2015 | D | 6,000 | D | — | May 31, 2023 | Common Stock | 6,000 | 0 | D |
| Employee Stock Option (Right to Buy)F6 | $12.44 | Jan 22, 2015 | D | 5,000 | D | — | May 23, 2024 | Common Stock | 5,000 | 0 | D |
Explanation of responses
- F1Disposed of pursuant to merger agreement among Elecsys Corporation, Lindsay Corporation and Matterhorn Merger Sub, Inc. in exchange for the right to receive $17.50 per share on the effective date of the merger.
- F2This option, which provided for vesting in three equal annual installments beginning January 21, 2011, was cancelled in the merger in exchange for a cash payment of $70,150, representing the difference between the exercise price of the option and $17.50 per share, which will be reduced by any income or employment tax required to be withheld with respect to such payment.
- F3This option, which provided for vesting in three equal annual installments beginning June 22, 2013, was cancelled in the merger in exchange for a cash payment of $197,250, representing the difference between the exercise price of the option and $17.50 per share , which will be reduced by any income or employment tax required to be withheld with respect to such payment.
- F4This option, which provided for vesting in three equal annual installments beginning November 28, 2013, was cancelled in the merger in exchange for a cash payment of $347,040, representing the difference between the exercise price of the option and $17.50 per share, which will be reduced by any income or employment tax required to be withheld with respect to such payment.
- F5This option, which provided for vesting in three equal annual installments beginning May 31, 2014, was cancelled in the merger in exchange for a cash payment of $69,840, representing the difference between the exercise price of the option and $17.50 per share, which will be reduced by any income or employment tax required to be withheld with respect to such payment.
- F6This option, which provided for vesting in three equal annual installments beginning May 23, 2015, was cancelled in the merger in exchange for a cash payment of $25,300, representing the difference between the exercise price of the option and $17.50 per share, which will be reduced by any income or employment tax required to be withheld with respect to such payment.