0001181431-13-051043.txt : 20130930 0001181431-13-051043.hdr.sgml : 20130930 20130930154529 ACCESSION NUMBER: 0001181431-13-051043 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20130930 FILED AS OF DATE: 20130930 DATE AS OF CHANGE: 20130930 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: ARBITRON INC CENTRAL INDEX KEY: 0000109758 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-ENGINEERING, ACCOUNTING, RESEARCH, MANAGEMENT [8700] IRS NUMBER: 520278528 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 9705 PATUXENT WOODS DRIVE CITY: COLUMBIA STATE: MD ZIP: 21046 BUSINESS PHONE: 410-312-8000 MAIL ADDRESS: STREET 1: 9705 PATUXENT WOODS DRIVE CITY: COLUMBIA STATE: MD ZIP: 21046 FORMER COMPANY: FORMER CONFORMED NAME: CERIDIAN CORP DATE OF NAME CHANGE: 19920901 FORMER COMPANY: FORMER CONFORMED NAME: CONTROL DATA CORP /DE/ DATE OF NAME CHANGE: 19920703 FORMER COMPANY: FORMER CONFORMED NAME: COMMERCIAL CREDIT CO DATE OF NAME CHANGE: 19680910 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: POST RICHARD A CENTRAL INDEX KEY: 0001204016 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-01969 FILM NUMBER: 131123209 MAIL ADDRESS: STREET 1: 998 LACOSTA LANE CITY: LANE TREE STATE: CO ZIP: 80124 4 1 rrd391491.xml FORM 4 X0306 4 2013-09-30 0 0000109758 ARBITRON INC ARB 0001204016 POST RICHARD A 9705 PATUXENT WOODS DRIVE COLUMBIA MD 21046 1 0 0 0 Common Stock 2013-09-30 4 D 0 1000 48.00 D 0 D Deferred Stock Units 2013-09-30 4 D 0 23792.4157 48.00 D Common Stock 23792.4157 0 D Non-Qualified Stock Option (right to buy) 46.64 2013-09-30 4 D 0 7605 1.36 D 2018-05-13 Common Stock 7605 0 D Pursuant to the Agreement and Plan of Merger by and among Nielsen Holdings N.V. ("Nielsen"), TNC Sub I Corporation and Arbitron Inc., as amended (the "Merger Agreement"), these shares were cancelled in exchange for a cash payment equal to $48.00 per share. These deferred stock units convert on a one for one basis. Includes an aggregate of 899.4157 deferred stock units acquired through dividend reinvestment. Pursuant to the Merger Agreement, the deferred stock units were cancelled in exchange for a cash payment equal to $48.00 per share. These deferred stock units vested in full on the first anniversary from the date of grant and are payable no sooner than 30 days after the reporting person ceases to be a director of Arbitron Inc. Pursuant to the Merger Agreement, these options, which provided for vesting in three equal annual installments beginning on the first anniversary of the date of grant for each such option, were canceled in exchange for a cash payment representing (1) the difference between $48.00 per share and the exercise price of each such option and (2) the "Black-Scholes Termination Value," which is a term defined in the option award agreements to mean the excess, if any, of the Black-Scholes value of the option determined at the time of the transaction using assumptions set forth in the option award agreements, over the in-the-money value of the option calculated in accordance with (1) above. /s/ Timothy T. Smith Attorney in Fact for Richard Post 2013-09-30