0001179110-17-000598.txt : 20170106
0001179110-17-000598.hdr.sgml : 20170106
20170106132647
ACCESSION NUMBER: 0001179110-17-000598
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20170104
FILED AS OF DATE: 20170106
DATE AS OF CHANGE: 20170106
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: ST JUDE MEDICAL, LLC
CENTRAL INDEX KEY: 0000203077
STANDARD INDUSTRIAL CLASSIFICATION: ELECTROMEDICAL & ELECTROTHERAPEUTIC APPARATUS [3845]
IRS NUMBER: 411276891
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: ONE ST JUDE MEDICAL DRIVE
CITY: ST PAUL
STATE: MN
ZIP: 55117
BUSINESS PHONE: 6517562000
MAIL ADDRESS:
STREET 1: ONE ST JUDE MEDICAL DRIVE
CITY: ST PAUL
STATE: MN
ZIP: 55117
FORMER COMPANY:
FORMER CONFORMED NAME: ST JUDE MEDICAL INC
DATE OF NAME CHANGE: 19920703
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: YARNO WENDY L
CENTRAL INDEX KEY: 0001181186
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-12441
FILM NUMBER: 17513670
4
1
edgar.xml
FORM 4 -
X0306
4
2017-01-04
1
0000203077
ST JUDE MEDICAL, LLC
STJ
0001181186
YARNO WENDY L
ONE ST. JUDE MEDICAL DRIVE
ST. PAUL
MN
55117
1
0
0
0
Common Stock
2017-01-04
4
D
0
30240
D
0
D
Stock Options (Right to Buy)
36.45
2017-01-04
4
D
0
10000
D
2009-11-08
2017-05-08
Common Stock
10000
0
D
Stock Options (Right to Buy)
36.45
2017-01-04
4
D
0
2250
D
2009-11-08
2017-05-08
Common Stock
2250
0
D
Stock Options (Right to Buy)
37.15
2017-01-04
4
D
0
10000
D
2010-11-07
2018-05-07
Common Stock
10000
0
D
Stock Options (Right to Buy)
37.15
2017-01-04
4
D
0
600
D
2010-11-07
2018-05-07
Common Stock
600
0
D
Stock Options (Right to Buy)
52.17
2017-01-04
4
D
0
9700
D
2011-11-12
2019-05-12
Common Stock
9700
0
D
Stock Options (Right to Buy)
38.51
2017-01-04
4
D
0
10000
D
2012-11-03
2020-05-03
Common Stock
10000
0
D
Stock Options (Right to Buy)
38.51
2017-01-04
4
D
0
5400
D
2012-11-03
2020-05-03
Common Stock
5400
0
D
Pursuant to the terms of the Agreement and Plan of Merger, dated April 27, 2016, by and among Abbott Laboratories ("Abbott"), the Issuer, Vault Merger Sub, Inc. and Vault Merger Sub, LLC (the "Merger Agreement"), each share of Issuer Common Stock was cancelled in exchange for $46.75 in cash and 0.8708 of a share of Abbott Common Stock (the "Merger Consideration"), less any applicable withholding taxes, and provided that cash is payable in respect of any fractional shares of Abbott stock.
Pursuant to the Merger Agreement, each option that was fully vested and exercisable immediately prior to the mergers contemplated by the Merger Agreement (the "Mergers"), was deemed exercised pursuant to a cashless exercise and settled by issuance of a number of shares of Issuer Common Stock ("Net Exercise Shares") equal to the excess (rounded down to the nearest whole share, but with any partial shares otherwise issuable settled in cash) of (i) the number of shares of Issuer Common Stock subject to such option immediately prior to the Mergers over (ii) the number of whole and partial (computed to the nearest four decimal places) shares of Issuer Common Stock with a Fair Market Value equal to the aggregate exercise price of such option. Each Net Exercise Share was then canceled and converted into the right to receive the Merger Consideration, less any applicable withholding taxes.
/s/ Kashif Rashid, Attorney in Fact
2017-01-06