0001140361-12-041196.txt : 20120921
0001140361-12-041196.hdr.sgml : 20120921
20120921170256
ACCESSION NUMBER: 0001140361-12-041196
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20120919
FILED AS OF DATE: 20120921
DATE AS OF CHANGE: 20120921
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: ALEXANDERS J CORP
CENTRAL INDEX KEY: 0000103884
STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-EATING PLACES [5812]
IRS NUMBER: 620854056
STATE OF INCORPORATION: TN
FISCAL YEAR END: 0112
BUSINESS ADDRESS:
STREET 1: 3401 WEST END AVE
STREET 2: P O BOX 24300
CITY: NASHVILLE
STATE: TN
ZIP: 37203
BUSINESS PHONE: 6152691900
MAIL ADDRESS:
STREET 1: 3401 WEST END AVE
STREET 2: SUITE 260
CITY: NASHVILLE
STATE: TN
ZIP: 37203
FORMER COMPANY:
FORMER CONFORMED NAME: VOLUNTEER CAPITAL CORP / TN /
DATE OF NAME CHANGE: 19920703
FORMER COMPANY:
FORMER CONFORMED NAME: WINNERS CORP
DATE OF NAME CHANGE: 19890910
FORMER COMPANY:
FORMER CONFORMED NAME: VOLUNTEER CAPITAL CORP
DATE OF NAME CHANGE: 19820520
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: MOORE J MICHAEL
CENTRAL INDEX KEY: 0001255926
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-08766
FILM NUMBER: 121104816
MAIL ADDRESS:
STREET 1: PO BOX 24300
CITY: NASVILLE
STATE: TN
ZIP: 37202
4
1
doc1.xml
FORM 4
X0306
4
2012-09-19
0
0000103884
ALEXANDERS J CORP
JAX
0001255926
MOORE J MICHAEL
3401 WEST END AVENUE, SUITE 260
NASHVILLE
TN
37203
0
1
0
0
VP Human Resources & Admin.
Common Stock
2012-09-19
4
U
0
474
14.50
D
0
D
Common Stock
2012-09-19
4
U
0
5885.3318
14.50
D
0
I
J. Alexander's Corporation Employee Stock Ownership Plan
Stock Option (Right to Buy)
4.25
2012-09-19
4
D
0
5000
D
2013-07-22
Common Stock
5000
0
D
Stock Option (Right to Buy)
13.09
2012-09-19
4
D
0
5000
D
2014-05-15
Common Stock
5000
0
D
Stock Option (Right to Buy)
6.10
2012-09-19
4
D
0
10000
D
2015-07-24
Common Stock
10000
0
D
Stock Option (Right to Buy)
8.22
2012-09-19
4
D
0
20000
D
2005-12-21
2015-12-21
Common Stock
20000
0
D
Stock Option (Right to Buy)
9.50
2012-09-19
4
D
0
10000
D
2005-12-21
2015-12-21
Common Stock
10000
0
D
Stock Option (Right to Buy)
4.10
2012-09-19
4
D
0
10000
D
2016-11-23
Common Stock
10000
0
D
Stock Option (Right to Buy)
5.50
2012-09-19
4
D
0
15000
D
2018-08-08
Common Stock
15000
0
D
The option vested in three equal installments on July 22, 2004, 2005, and 2006.
The option vested on May 15, 2011.
The option vested in four equal installments on July 24, 2009, 2010, 2011, and 2012.
The option was scheduled to vest in four equal installments on November 23, 2010, 2011, 2012, and 2013.
The option was scheduled to vest in four equal installments on August 8, 2012, 2013, 2014, and 2015.
The option became fully vested and exercisable in accordance with its terms and pursuant to the terms of that certain Amended and Restated Agreement and Plan of Merger, dated July 30, 2012, by and among the Company, Fidelity National Financial, Inc., a Delaware corporation ("Fidelity"), and certain affiliates of Fidelity, as amended by the First Amendment, dated September 5, 2012, (the "Merger Agreement"), on September 19, 2012, following the completion of the tender offer (the "Tender Offer") commenced by New Athena Merger Sub, Inc., a Tennessee corporation and an indirect, wholly owned subsidiary of Fidelity.
The option was canceled pursuant to the terms of the Merger Agreement in exchange for a cash payment equal to the difference between the offer price in the Tender Offer ($14.50) and the exercise price per option, less any required withholding taxes.
/s/ Mark A. Parkey, Attorney in Fact
2012-09-21