Statement of Changes in Beneficial Ownership (4)
11 June 2015 - 4:57AM
Edgar (US Regulatory)
FORM 4
[
X
]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue.
See
Instruction 1(b).
|
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
|
OMB APPROVAL
OMB Number:
3235-0287
Estimated average burden
hours per response...
0.5
|
|
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
|
|
1. Name and Address of Reporting Person
*
Wagner Susan L
|
2. Issuer Name
and
Ticker or Trading Symbol
COURIER Corp
[
CRRC
]
|
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__
X
__ Director
_____ 10% Owner
_____ Officer (give title below)
_____ Other (specify below)
|
(Last)
(First)
(Middle)
147 GRANITE STREET
|
3. Date of Earliest Transaction
(MM/DD/YYYY)
6/8/2015
|
(Street)
ROCKPORT, MA 01966
(City)
(State)
(Zip)
|
4. If Amendment, Date Original Filed
(MM/DD/YYYY)
|
6. Individual or Joint/Group Filing
(Check Applicable Line)
_
X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
|
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
|
1.Title of Security
(Instr. 3)
|
2. Trans. Date
|
2A. Deemed Execution Date, if any
|
3. Trans. Code
(Instr. 8)
|
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
|
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
|
6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
|
7. Nature of Indirect Beneficial Ownership (Instr. 4)
|
Code
|
V
|
Amount
|
(A) or (D)
|
Price
|
Common stock
|
6/8/2015
|
|
D
|
|
15258
|
D
|
(1)
|
0
|
D
|
|
Common stock
|
6/8/2015
|
|
D
|
|
11511
|
D
|
(2)
|
0
|
D
|
|
Common stock
|
6/8/2015
|
|
D
|
|
85
|
D
|
(1)
|
0
|
I
|
By Husband as Trustee
|
Common stock
|
6/8/2015
|
|
D
|
|
65
|
D
|
(2)
|
0
|
I
|
By Husband as Trustee
|
Common stock
|
6/8/2015
|
|
D
|
|
102
|
D
|
(1)
|
0
|
I
|
By Husband
|
Common stock
|
6/8/2015
|
|
D
|
|
78
|
D
|
(2)
|
0
|
I
|
By Husband
|
Common stock
|
6/8/2015
|
|
D
|
|
2607
|
D
|
$23.00
(3)
|
0
|
D
|
|
Table II - Derivative Securities Beneficially Owned (
e.g.
, puts, calls, warrants, options, convertible securities)
|
1. Title of Derivate Security
(Instr. 3)
|
2. Conversion or Exercise Price of Derivative Security
|
3. Trans. Date
|
3A. Deemed Execution Date, if any
|
4. Trans. 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
|
7. Title and Amount of Securities Underlying Derivative Security
(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)
|
Code
|
V
|
(A)
|
(D)
|
Date Exercisable
|
Expiration Date
|
Title
|
Amount or Number of Shares
|
Option (right to buy)
|
$14.76
|
6/8/2015
|
|
D
|
|
|
6211
|
1/18/2014
(4)
|
1/18/2016
|
Common stock
|
6211
|
$0
|
0
|
D
|
|
Common stock
|
$11.5
|
6/8/2015
|
|
D
|
|
|
9671
|
1/25/2015
(4)
|
1/25/2017
|
Common stock
|
9671
|
$0
|
0
|
D
|
|
Common stock
|
$11.77
|
6/8/2015
|
|
D
|
|
|
12214
|
1/22/2016
(4)
|
1/22/2018
|
Common stock
|
12214
|
$0
|
0
|
D
|
|
Explanation of Responses:
|
(
1)
|
Disposed of pursuant to the Agreement and Plan of Merger (the "Merger Agreement"), dated as of February 5, 2015, by and among R. R. Donnelley, Raven Solutions, Inc., Raven Ventures LLC, and Courier Corporation. The Merger Agreement provided that each Courier common share would be converted into the right to receive either $23.00 in cash without interest or 1.3756 shares of R. R. Donnelley common stock subject to proration so that a total of 8,000,000 shares of R.R. Donnelley common stock will be issued in the merger. The reporting person converted 15,445 Courier shares into 21,246 R.R. Donnelley shares and cash in lieu of any fractional shares of R. R. Donnelley common stock.
|
(
2)
|
Disposed of pursuant to the Merger Agreement which provided that each Courier common share would be converted into the right to receive either $23.00 in cash without interest or 1.3756 shares of R. R. Donnelley common stock. The reporting person converted 11,654 Courier shares into cash.
|
(
3)
|
These restricted stock awards were cancelled at the effective time of the merger (the "Merger") pursuant to the Merger Agreement, in exchange for an aggregate cash payment equal to the number of shares of Courier's common stock underlying such restricted stock awards multiplied by the per share purchase price of $23.00.
|
(
4)
|
Represents options to purchase Courier common stock that were subject to vesting over time but were cancelled in the Merger in exchange for a cash payment in the amount by which the per share purchase price of $23.00 exceeded the exercise price of the option as of the effective time of the Merger multiplied by the number of shares underlying such option.
|
Reporting Owners
|
Reporting Owner Name / Address
|
Relationships
|
Director
|
10% Owner
|
Officer
|
Other
|
Wagner Susan L
147 GRANITE STREET
ROCKPORT, MA 01966
|
X
|
|
|
|
Signatures
|
Susan L. Wagner
|
|
6/10/2015
|
**
Signature of Reporting Person
|
Date
|
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
|
*
|
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).
|
Note:
|
File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure.
|
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.
|
(MM) (NASDAQ:CRRC)
Historical Stock Chart
From Sep 2024 to Oct 2024
(MM) (NASDAQ:CRRC)
Historical Stock Chart
From Oct 2023 to Oct 2024
Real-Time news about (MM) (NASDAQ): 0 recent articles
More Courier Corp News Articles