0001181431-12-036652.txt : 20120615 0001181431-12-036652.hdr.sgml : 20120615 20120615091912 ACCESSION NUMBER: 0001181431-12-036652 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20120614 FILED AS OF DATE: 20120615 DATE AS OF CHANGE: 20120615 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Romano Anthony CENTRAL INDEX KEY: 0001320354 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-07258 FILM NUMBER: 12908886 MAIL ADDRESS: STREET 1: C/O CHARMING SHOPPES, INC. STREET 2: 450 WINKS LANE CITY: BENSALEM STATE: PA ZIP: 19020 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: CHARMING SHOPPES INC CENTRAL INDEX KEY: 0000019353 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-WOMEN'S CLOTHING STORES [5621] IRS NUMBER: 231721355 STATE OF INCORPORATION: PA FISCAL YEAR END: 0131 BUSINESS ADDRESS: STREET 1: 450 WINKS LANE CITY: BENSALEM STATE: PA ZIP: 19020 BUSINESS PHONE: 2152459100 MAIL ADDRESS: STREET 1: 450 WINKS LANE CITY: BENSALEM STATE: PA ZIP: 19020 4 1 rrd347672.xml MERGER X0305 4 2012-06-14 1 0000019353 CHARMING SHOPPES INC CHRS 0001320354 Romano Anthony 450 WINKS LANE BENSALEM PA 19020 1 1 0 0 President & CEO Common Stock 2012-06-14 4 U 0 30502 7.35 D 43819 D Common Stock 2012-06-14 4 A 0 49669 0 A 93488 D Common Stock 2012-06-14 4 D 0 93488 7.35 D 0 D Stock Appreciation Right (right to buy) 1.03 2012-06-14 4 D 0 150000 7.35 D 2016-02-09 Common Stock 150000 0 D Stock Appreciation Right (right to buy) 5.18 2012-06-14 4 D 0 45324 7.35 D 2017-04-04 Common Stock 45324 0 D Stock Appreciation Right (right to buy) 4.00 2012-06-14 4 D 0 600000 7.35 D 2018-03-28 Common Stock 600000 0 D Stock Appreciation Right (right to buy) 6.04 2012-06-14 4 D 0 182278 7.35 D 2019-04-01 Common Stock 182278 0 D Disposition of shares in tender offer which constitutes a change in control for cash consideration equal to $7.35 per share. Issuance of shares in settlement of performance share units for no cash consideration in a transaction exempt under Rule 16b-3(d). Disposition pursuant to a merger for cash consideration equal to $7.35 per share in a transaction excempt under Rule 16b-3(e). SAR canceled pursuant to a merger in exchange for cash consideration equal to the difference between $7.35 and the exercise price of the SAR multiplied by the number of SARs canceled. This transaction is exempt under Rule 16b-3(e). The merger became effective on the transaction date. This SAR (granted 2/10/2009) became exercisable as to 40% of the shares on the second anniversary of the date of grant, 30% of the shares on the third anniversary of the date of grant and the remaining 30% of the shares upon effectiveness of the merger. This SAR (granted 4/5/2010) became exercisable as to 25% of the shares on the first and second anniversaries of the date of grant and each of the two remaining 25% vestings of the shares upon effectiveness of the merger. This SAR (granted 3/29/2011) became exercisable as to 25% of the shares on the first anniversary of the date of grant and each of the three remaining 25% vestings of the shares upon effectiveness of the merger. This SAR (granted 4/2/2012) became exercisable as to all of the shares upon effectiveness of the merger. Anthony Romano 2012-06-14