0001423542-16-000258.txt : 20161003
0001423542-16-000258.hdr.sgml : 20161003
20161003184037
ACCESSION NUMBER: 0001423542-16-000258
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20161003
FILED AS OF DATE: 20161003
DATE AS OF CHANGE: 20161003
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: SKULLCANDY, INC.
CENTRAL INDEX KEY: 0001423542
STANDARD INDUSTRIAL CLASSIFICATION: HOUSEHOLD AUDIO & VIDEO EQUIPMENT [3651]
IRS NUMBER: 562362196
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 1441 West Ute Blvd
STREET 2: SUITE 250
CITY: park City
STATE: ut
ZIP: 84098
BUSINESS PHONE: 435-940-1545
MAIL ADDRESS:
STREET 1: 1441 West Ute Blvd
STREET 2: SUITE 250
CITY: park City
STATE: ut
ZIP: 84098
FORMER COMPANY:
FORMER CONFORMED NAME: Skullcandy Inc
DATE OF NAME CHANGE: 20080110
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: WARNOCK GREG
CENTRAL INDEX KEY: 0001522008
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35240
FILM NUMBER: 161916880
MAIL ADDRESS:
STREET 1: C/O SKULLCANDY, INC.
STREET 2: 1441 WEST UTE BLVD., SUITE 250
CITY: PARK CITY
STATE: UT
ZIP: 84098
4
1
wf-form4_147553442356059.xml
FORM 4
X0306
4
2016-10-03
1
0001423542
SKULLCANDY, INC.
SKUL
0001522008
WARNOCK GREG
C/O SKULLCANDY, INC.
1441 WEST UTE BOULEVARD, SUITE 250
PARK CITY
UT
84098
1
0
0
0
COMMON STOCK
2016-10-03
4
D
0
117796
D
0
D
STOCK OPTION (RIGHT TO BUY)
19.99
2016-10-03
4
D
0
28000
D
2021-07-27
COMMON STOCK
28000.0
0
D
Pursuant to the terms of the Agreement and Plan of Merger (the "Merger Agreement"), dated as of August 23, 2016, by and among Skullcandy, Inc., a Delaware corporation (the "Company"), MRSK Hold Co., a Delaware corporation ("Parent"), and MRSL Merger Co., a Delaware corporation and a direct wholly owned subsidiary of Parent, the reporting person disposed of 87,683 shares of the Company's common stock in the merger and Offer (as defined in the Merger Agreement) in exchange for $6.35 per share in cash (the "Offer Price"), and 30,113 unvested time-based restricted stock units, which were cancelled in exchange for the Offer Price.
Pursuant to the terms of the Merger Agreement, each stock option of the Company, whether vested or unvested, was cancelled in exchange for a cash payment with respect thereto equal to the product of (A) the excess, if any, of (1) the Offer Price over (2) the exercise price per share of such option, and (B) the number of shares of common stock underlying such option
The original vesting term of the option was as follows: vests (i) with respect to 33% of the shares underlying the option, on July 27, 2012; and (ii) with respect to the remaining 67% of the shares underlying the option, in twenty-four substantially equal installments on each monthly anniversary thereafter.
/s/ Patrick D. Grosso, Attorney-in-Fact for Greg Warnock
2016-10-03