0001225208-16-032577.txt : 20160504 0001225208-16-032577.hdr.sgml : 20160504 20160504172001 ACCESSION NUMBER: 0001225208-16-032577 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20160502 FILED AS OF DATE: 20160504 DATE AS OF CHANGE: 20160504 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: ADT Corp CENTRAL INDEX KEY: 0001546640 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-DETECTIVE, GUARD & ARMORED CAR SERVICES [7381] IRS NUMBER: 454517261 STATE OF INCORPORATION: DE FISCAL YEAR END: 0930 BUSINESS ADDRESS: STREET 1: 1501 YAMATO ROAD CITY: BOCA RATON STATE: FL ZIP: 33431 BUSINESS PHONE: 561-988-3600 MAIL ADDRESS: STREET 1: 1501 YAMATO ROAD CITY: BOCA RATON STATE: FL ZIP: 33431 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: FERBER ALAN CENTRAL INDEX KEY: 0001233221 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35502 FILM NUMBER: 161620554 4 1 doc4.xml X0306 4 2016-05-02 1 0001546640 ADT Corp ADT 0001233221 FERBER ALAN 1501 YAMATO ROAD BOCA RATON FL 33431 1 President, Residential Common Stock 2016-05-02 4 D 0 30483.0000 0 D 0.0000 D Common Stock 2016-05-02 4 D 0 2000.0000 0 D 0.0000 I By Alan D Ferber Trust Dated 1/23/1996 Common Stock 2016-05-02 4 D 0 2000.0000 0 D 0.0000 I By Brenda A. Ferber Declaration of Trust DTD 1/23/1996 Employee Stock Option (Right to Buy) 33.8100 2016-05-02 4 D 0 34670.0000 D 2025-11-12 Common Stock 34670.0000 0.0000 D Employee Stock Option (Right to Buy) 35.9800 2016-05-02 4 D 0 31800.0000 D 2024-11-13 Common Stock 31800.0000 0.0000 D On May 2, 2016, pursuant to the merger agreement, dated as of February 14, 2016 (the "Merger Agreement"), entered into by and among the Issuer, Prime Security Services Borrower, LLC, a Delaware limited liability company ("Parent"), Prime Security One MS, Inc., a Delaware corporation and a wholly owned subsidiary of Parent ("Merger Sub"), Prime Security Services Parent, Inc., a Delaware corporation, and Prime Security Services TopCo Parent, L.P., a Delaware limited partnership, Merger Sub merged with and into the Issuer (the "Merger") with the Issuer surviving the Merger as a wholly owned subsidiary of Parent. Includes 22,776 restricted stock units ("RSUs"). Pursuant to the Merger Agreement, (a) at the effective time of the Merger, each outstanding share of the Issuer's common stock was converted into the right to receive $42.00 in cash, without interest, and (b) immediately prior to the effective time of the Merger, any vesting conditions applicable to each outstanding RSU accelerated in full, and each such unit was cancelled and the holder thereof was entitled to receive an amount in cash, without interest, equal to the product of (i) the total number of shares subject to such units immediately prior to the effective time multiplied by (ii) $42.00. Pursuant to the Merger Agreement, immediately prior to the effective time of the Merger, each outstanding option to purchase shares of Issuer common stock became immediately vested and was cancelled and the holder thereof was entitled to receive an amount in cash, without interest, equal to the product of (i) the number of shares subject to such option, multiplied by (ii) the excess, if any, of $42.00 over the exercise price of the option. This option provided for vesting in equal increments on November 13, 2016, November 13, 2017, November 13, 2018 and November 13, 2019. This option provided for vesting in equal increments on November 14, 2015, November 14, 2016, November 14, 2017 and November 14, 2018. /s/ Lorna R. Simms, Attorney-in-Fact 2016-05-04