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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Stock Option (Right to Buy) | $ 13.05 | 09/27/2010 | D | 6,666 | (3) | 06/24/2014 | Common Stock | 6,666 | $ 10.35 (3) | 0 | D | ||||
Stock Option (Right to Buy) | $ 11.42 | 09/27/2010 | D | 2,606 | (3) | 05/14/2018 | Common Stock | 2,606 | $ 11.98 (3) | 0 | D | ||||
Stock Option (Right to Buy) | $ 21 | 09/27/2010 | D | 4,980 | (3) | 02/27/2017 | Common Stock | 4,980 | $ 2.4 (3) | 0 | D | ||||
Stock Option (Right to Buy) | $ 10.05 | 09/27/2010 | D | 14,846 | (3) | 02/14/2016 | Common Stock | 14,846 | $ 13.35 (3) | 0 | D | ||||
Stock Option (Right to Buy) | $ 5.625 | 09/27/2010 | D | 23,610 | (3) | 02/23/2015 | Common Stock | 23,610 | $ 17.775 (3) | 0 | D | ||||
Stock Option (Right to Buy) | $ 5.625 | 09/27/2010 | D | 20,369 | (3) | 11/15/2014 | Common Stock | 20,369 | $ 17.775 (3) | 0 | D | ||||
Stock Option (Right to Buy) | $ 11.42 | 09/27/2010 | D | 22,394 | (3) | 05/14/2018 | Common Stock | 22,394 | $ 11.98 (3) | 0 | D | ||||
Stock Option (Right to Buy) | $ 21 | 09/27/2010 | D | 35,020 | (3) | 02/27/2017 | Common Stock | 35,020 | $ 2.4 (3) | 0 | D | ||||
Stock Option (Right to Buy) | $ 10.05 | 09/27/2010 | D | 57,839 | (3) | 02/14/2016 | Common Stock | 57,839 | $ 13.35 (3) | 0 | D | ||||
Stock Option (Right to Buy) | $ 5.625 | 09/27/2010 | D | 9,722 | (3) | 02/23/2015 | Common Stock | 9,722 | $ 17.775 (3) | 0 | D | ||||
Stock Option (Right to Buy) | $ 5.625 | 09/27/2010 | D | 1,852 | (3) | 11/15/2014 | Common Stock | 1,852 | $ 17.775 (3) | 0 | D | ||||
Stock Option (Right to Buy) | $ 1.1475 | 09/27/2010 | D | 40,405 | (3) | 02/26/2014 | Common Stock | 40,405 | $ 22.2525 (3) | 0 | D | ||||
Stock Option (Right to Buy) | $ 13.05 | 09/27/2010 | D | 2,222 | (3) | 06/24/2014 | Common Stock | 2,222 | $ 10.35 (3) | 0 | D | ||||
Stock Option (Right to Buy) | $ 17.51 | 09/27/2010 | D | 3,712 | (3) | 11/12/2017 | Common Stock | 3,712 | $ 5.89 (3) | 0 | D | ||||
Stock Option (Right to Buy) | $ 9.19 | 09/27/2010 | D | 11,290 | (3) | 05/26/2019 | Common Stock | 11,290 | $ 14.21 (3) | 0 | D | ||||
Stock Option (Right to Buy) | $ 9.19 | 09/27/2010 | D | 23,710 | (3) | 05/26/2019 | Common Stock | 23,710 | $ 14.21 (3) | 0 | D | ||||
Stock Option (Right to Buy) | $ 17.51 | 09/27/2010 | D | 21,288 | (3) | 11/12/2017 | Common Stock | 21,288 | $ 5.89 (3) | 0 | D | ||||
Stock Option (Right to Buy) | $ 1.1475 | 09/27/2010 | D | 33,094 | (3) | 02/26/2014 | Common Stock | 33,094 | $ 22.2525 (3) | 0 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Stern Robert A 821 FOX LANE SAN JOSE, CA 95131 |
President, COO & Secretary |
/s/ Carolyn M. Bruguera, Attorney-in-Fact for Robert A. Stern | 09/28/2010 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | 3,333 shares of common stock were purchased under Micrus Endovascular Corporation's 2005 Employee Stock Purchase Plan as follows: 1,111 shares on Septmber 30, 2009, 1,111 shares on March 31, 2010 and 1,111 shares on September 23, 2010. |
(2) | Pursuant to the Agreement and Plan of Merger, dated as of July 11, 2010, between Micrus Endovascular Corporation, Johnson & Johnson and Cope Acquisition Corp., each share of common stock held by the reporting person was converted into the right to receive $23.40 in cash, without interest. |
(3) | Pursuant to the Agreement and Plan of Merger, dated as of July 11, 2010, between Micrus Endovascular Corporation, Johnson & Johnson and Cope Acquisition Corp., this stock option was converted into the right to receive an amount in cash per share subject to the stock option equal to the excess of the per share merger consideration of $23.40 over the per share exercise price of such stock option, without interest. |