0001144354-16-000174.txt : 20160427
0001144354-16-000174.hdr.sgml : 20160427
20160427092743
ACCESSION NUMBER: 0001144354-16-000174
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20160422
FILED AS OF DATE: 20160427
DATE AS OF CHANGE: 20160427
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: OSTRO MARC
CENTRAL INDEX KEY: 0001332034
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-32594
FILM NUMBER: 161593637
MAIL ADDRESS:
STREET 1: C/O DORSEY & WHITNEY LLP, 250 PARK AVE.
CITY: NEW YORK
STATE: NY
ZIP: 10177
4
1
wf-form4_146176364702090.xml
FORM 4
X0306
4
2016-04-22
1
0001144354
HEARTLAND PAYMENT SYSTEMS INC
HPY
0001332034
OSTRO MARC
C/O HEARTLAND PAYMENT SYSTEMS, INC.
90 NASSAU STREET
PRINCETON
NJ
08542
1
0
0
0
Common Stock
2016-04-22
4
D
0
23595
D
0
I
Held by spouse.
Common Stock, par value $0.001 per share
2016-04-22
4
D
0
34197
D
0
D
Restricted Stock Units
2016-04-22
4
D
0
1435
D
2025-05-08
Common Stock
1435.0
0
D
In connection with the acquisition (the "Merger") of Heartland Payments Systems, Inc. ("Heartland") by Global Payments Inc. ("Global Payments"), pursuant to the Agreement and Plan of Merger, dated as of December 15, 2015, by and among Heartland, Global Payments, Data Merger Sub One, Inc. and Data Merger Sub Two, LLC, on April 22, 2016, the Reporting Person received $53.28 in cash and 0.6687 of a share of Global Payments common stock for each share of Heartland common stock owned by the Reporting Person.
Each restricted stock unit represents a contingent right to receive one share of Heartland Payment Systems, Inc.'s (the "Issuer") common stock.
The restricted stock units vest upon the earlier of: (i) May 8, 2016 and (ii) the first business day preceding the date of the Issuer's 2016 annual meeting of stockholders, so long as the reporting person remains in Continuous Service (as such term is defined in the Issuer's Second Amended and Restated 2008 Equity Incentive Plan).
These restricted stock units, which provided for vesting upon the earlier of May 8, 2016 or the first business day preceding the date of the Issuer's 2016 annual meeting of stockholders, were cancelled in the Merger in exchange for 959 shares of Global Payments common stock and a cash payment of $76,501.14.
/s/ Charles H.N. Kallenbach, Attorney in Fact
2016-04-26