0001144354-15-000121.txt : 20151230
0001144354-15-000121.hdr.sgml : 20151230
20151230185145
ACCESSION NUMBER: 0001144354-15-000121
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20151222
FILED AS OF DATE: 20151230
DATE AS OF CHANGE: 20151230
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: HEARTLAND PAYMENT SYSTEMS INC
CENTRAL INDEX KEY: 0001144354
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-BUSINESS SERVICES, NEC [7389]
IRS NUMBER: 000000000
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 300 CARNEGIE CENTER BLVD., SUITE 300
CITY: PRINCETON
STATE: NJ
ZIP: 08540
BUSINESS PHONE: 6098062647
MAIL ADDRESS:
STREET 1: 300 CARNEGIE CENTER BLVD., SUITE 300
CITY: PRINCETON
STATE: NJ
ZIP: 08540
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Capucille Tony
CENTRAL INDEX KEY: 0001576910
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-32594
FILM NUMBER: 151314552
MAIL ADDRESS:
STREET 1: 90 NASSAU STREET
CITY: PRINCETON
STATE: NJ
ZIP: 08542
4
1
wf-form4_145151949476887.xml
FORM 4
X0306
4
2015-12-22
0
0001144354
HEARTLAND PAYMENT SYSTEMS INC
HPY
0001576910
Capucille Tony
C/O HEARTLAND PAYMENT SYSTEMS, INC.
90 NASSAU STREET
PRINCETON
NJ
08542
0
1
0
0
Chief Sales Officer
Common Stock
2015-12-22
4
J
0
6233
0
A
7519
D
Common Stock
2015-12-22
4
F
0
2332
95.72
D
5187
D
Restricted Stock Units
0.0
2015-12-22
4
J
0
1750
0
D
2022-04-26
Common Stock
1750.0
1750
D
Restricted Stock Unit
2015-12-22
4
J
0
1270
0
D
2023-07-09
Common Stock
1270.0
2541
D
Restricted Stock Unit
2015-12-22
4
J
0
561
0
D
2023-12-06
Common Stock
561.0
560
D
Restricted Stock Unit
2015-12-22
4
J
0
220
0
D
2024-02-06
Common Stock
220.0
441
D
Restricted Stock Unit
2015-12-22
4
J
0
919
0
D
2019-12-19
Common Stock
919.0
1838
D
Restricted Stock Unit
2015-12-22
4
J
0
760
0
D
2020-02-17
Common Stock
760.0
760
D
Restricted Stock Unit
2015-12-22
4
J
0
753
0
D
Common Stock
753.0
2260
D
Heartland Payment Systems, Inc. (the "Issuer") entered into an Agreement and Plan of Merger dated as of December 15, 2015 (the "Merger Agreement") with Global Payments Inc., Data Merger Sub One, Inc. and Data Merger Sub Two, LLC. The reporting person is expected to be a "disqualified individual" for purposes of Section 280G of the Internal Revenue Code of 1986, as amended (the "Code"), and the Issuer's Board of Directors approved the acceleration of the vesting and settlement of certain equity awards held by the reporting person to December 22, 2015 for purposes of mitigating the effects of Sections 280G and 4999 of the Code in connection with the transactions contemplated by the Merger Agreement.
Each vested restricted stock unit was the economic equivalent of one share of the Issuer's common stock. The reporting person settled the vested restricted stock units for shares of the Issuer's common stock.
Each restricted stock unit represents a contingent right to receive one share of the Issuer's Common Stock.
The restricted stock units vest in equal annual installments on the anniversary of April 26, 2012. Vested shares will be delivered to the reporting person as soon as administratively practicable following the vesting of the restricted stock units.
The stock options vest in four equal annual installments beginning on July 9, 2014.
The restricted stock units vest in four equal annual installments beginning December 6, 2014. Vested shares will be delivered to the reporting person as soon as administratively practicable following the vesting of the restricted stock unit.
The restricted stock units vest in three equal annual installments beginning February 6, 2015. Vested shares will be delivered to the reporting person as soon as administratively practicable following the vesting of the restricted stock unit.
The restricted stock units vest in four equal annual installments beginning December 19, 2015. Vested shares will be delivered to the reporting person as soon as administratively practicable following the vesting of the restricted stock units.
The restricted stock units vest in four equal annual installments beginning February 17, 2016. Vested shares will be delivered to the reporting person as soon as administratively practicable following the vesting of the restricted stock units.
The restricted stock units vest in four equal annual installments beginning December 11, 2016. Vested shares will be delivered to the reporting person as soon as administratively practicable following the vesting of the restricted stock unit.
/s/ Robert H.B. Baldwin, Jr., Attorney in Fact
2015-12-30