SEC Form 4 · accession 0001204348-18-000005
TRANS WORLD CORP · TWOC
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Michael Brodsky
Director
Period of report
Apr 30, 2018
Accepted (ET)
May 1, 2018 · 4:55 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000914577
Table I — non-derivative securities
No Table I lines on this filing.
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| OptionsF2,F1 | $2.9744 | Apr 30, 2018 | D | 10,000 | D | Apr 15, 2015 | Apr 15, 2020 | Common Stock | 10,000 | 0 | D |
Explanation of responses
- F1On April 15, 2015, the Reporting Person was granted five-year (5) non-qualified stock options ("NQSOs") to purchase 10,000 shares of the Issuer's common stock, $0.001 par value ("Common Stock"). These NQSOs provided for vesting in four equal parts, with the first part vested immediately upon the date of grant, and another part to vest upon the first anniversary of the grant date, another part to vest upon the second anniversary of the grant date, and so on. On each anniversary of the grant date, the exercise price increased by four percent (4%).
- F2Cancelled pursuant to the Agreement and Plan of Merger (the "Merger Agreement") dated as of March 2, 2018 by and among FEC Overseas Investment (UK) Limited, FEC Investment (US) Limited, Trans World Corporation and, solely for limited purposes therein, Far East Consortium International Limited, in exchange for a lump sum cash payment (less any applicable withholding) equal to the product of the number of shares of Common Stock subject to the option multiplied by the excess, of any, of $4.1886 over the exercise price per share of Common Stock under such option.