0001181431-13-049305.txt : 20130917
0001181431-13-049305.hdr.sgml : 20130917
20130917121858
ACCESSION NUMBER: 0001181431-13-049305
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20130917
FILED AS OF DATE: 20130917
DATE AS OF CHANGE: 20130917
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Intermec, Inc.
CENTRAL INDEX KEY: 0001044590
STANDARD INDUSTRIAL CLASSIFICATION: COMPUTER PERIPHERAL EQUIPMENT, NEC [3577]
IRS NUMBER: 954647021
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 6001 36TH AVENUE WEST
CITY: EVERETT
STATE: WA
ZIP: 98203-1264
BUSINESS PHONE: 425-265-2400
MAIL ADDRESS:
STREET 1: 6001 36TH AVENUE WEST
CITY: EVERETT
STATE: WA
ZIP: 98203-1264
FORMER COMPANY:
FORMER CONFORMED NAME: UNOVA INC
DATE OF NAME CHANGE: 19970815
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: DRIESSNACK ROBERT
CENTRAL INDEX KEY: 0001280543
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-13279
FILM NUMBER: 131100559
MAIL ADDRESS:
STREET 1: C/O INTERMEC, INC.
STREET 2: 6001 36TH AVE. W
CITY: EVERETT
STATE: WA
ZIP: 98203-1264
4
1
rrd390034.xml
FORM 4
X0306
4
2013-09-17
1
0001044590
Intermec, Inc.
IN
0001280543
DRIESSNACK ROBERT
C/O INTERMEC, INC.
6001 36TH AVE. WEST
EVERETT
WA
98203-1264
0
1
0
0
SVP CFO
Common Stock
2013-09-17
4
A
0
21781
0.00
A
108269.3519
D
Common Stock
2013-09-17
4
D
0
108269.3519
10.00
D
0
D
Stock Option (right to buy)
5.65
2013-09-17
4
A
0
40447
0
A
2019-05-21
Common Stock
40447
40447
D
Stock Option (right to buy)
5.65
2013-09-17
4
D
0
40447
4.35
D
2019-05-21
Common Stock
40447
0
D
Restricted Stock Units
2013-09-17
4
D
0
6347
10.00
D
Common Stock
6347
0
D
Represents shares payable under performance share units ("PSUs") in connection with the agreement and plan of merger ("Merger Agreement"), dated as of December 9, 2012, by and among the issuer, Honeywell International Inc. ("Honeywell") and Hawkeye Merger Sub Corp., a wholly owned subsidiary of Honeywell.
Disposed of pursuant to the Merger Agreement, pursuant to which the outstanding shares of the issuer's common stock were converted into the right to receive $10.00 per share in cash, without interest. Amount includes 19,891 restricted stock units ("RSUs") whose acquisition was previously reported in Table I that became fully vested immediately prior to the effective time of the merger and 21,781 shares deemed payable under PSUs immediately prior to the effective time of the merger.
Represents a performance-based option granted on May 21, 2012 that vests on each of the first three anniversaries of the grant date based on satisfaction of certain performance criteria during each of 2012, 2013 and 2014 (and if achievement of the performance criteria is not satisfied in a given year, vesting opportunity is carried forward to the next year until December 31, 2015).
Pursuant to the Merger Agreement, the option became fully vested and exercisable immediately prior to the effective time of the merger, and, as of the effective time, was cancelled in exchange for the merger consideration of $10.00 per share less the per share exercise price. Options held by the reporting person with exercise prices greater than $10.00 per share were cancelled without the payment of any consideration therefor. The disposition of such options is not reported.
Each RSU represents a contingent right to receive one share of issuer common stock. The RSUs, which were granted on May 24, 2011, vest on May 24, 2014. In connection with the merger, the RSUs became fully vested, and applicable forfeiture restrictions lapsed, immediately prior to the effective time of the merger, and, as of the effective time of the merger, each RSU was cancelled in exchange for the $10.00 per share merger consideration. Includes only RSUs whose acquisition was originally reported in Table II.
/s/ Nancy Gallup, attorney-in-fact
2013-09-17