0001140361-11-031320.txt : 20110603
0001140361-11-031320.hdr.sgml : 20110603
20110603162630
ACCESSION NUMBER: 0001140361-11-031320
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20110601
FILED AS OF DATE: 20110603
DATE AS OF CHANGE: 20110603
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Tolbert Eric Brian
CENTRAL INDEX KEY: 0001302438
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-07775
FILM NUMBER: 11892544
MAIL ADDRESS:
STREET 1: 13631 BRANDY OAKS DRIVE
CITY: CHESTERFIELD
STATE: VA
ZIP: 23832
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: MASSEY ENERGY CO
CENTRAL INDEX KEY: 0000037748
STANDARD INDUSTRIAL CLASSIFICATION: BITUMINOUS COAL & LIGNITE SURFACE MINING [1221]
IRS NUMBER: 950740960
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 4 NORTH 4TH STREET
CITY: RICHMOND
STATE: VA
ZIP: 23219
BUSINESS PHONE: 9493492000
MAIL ADDRESS:
STREET 1: 4 NORTH 4TH STREET
CITY: RICHMOND
STATE: VA
ZIP: 23219
FORMER COMPANY:
FORMER CONFORMED NAME: FLUOR CORP/DE/
DATE OF NAME CHANGE: 19920703
FORMER COMPANY:
FORMER CONFORMED NAME: FLUOR CORP LTD
DATE OF NAME CHANGE: 19710624
4
1
doc1.xml
FORM 4
X0303
4
2011-06-01
1
0000037748
MASSEY ENERGY CO
MEE
0001302438
Tolbert Eric Brian
C/O MASSEY ENERGY COMPANY
4 NORTH 4TH STREET
RICHMOND
VA
23219
0
1
0
0
VP & Chief Financial Officer
Common Stock
2011-06-01
4
D
0
7283
D
0
D
Employee Stock Options (right to buy)
19.5
2011-06-01
4
D
0
2411
0
D
2018-11-10
Common Stock
2411
0
D
Employee Stock Options (right to buy)
34.05
2011-06-01
4
D
0
2449
0
D
2019-11-09
Common Stock
2449
0
D
Employee Stock Options (right to buy)
49.58
2011-06-01
4
D
0
2555
0
D
2020-11-23
Common Stock
2555
0
D
Restricted Units (phantom stock units)
2011-06-01
4
D
0
2753
0
D
Common Stock
2753
0
D
Disposed of pursuant to the Agreement and Plan of Merger, dated as of January 27, 2011, among Massey Energy Company ("Massey") and Alpha Natural Resources, Inc. ("Alpha") and Mountain Merger Sub, Inc. Each share of Massey common stock was exchanged for (i) 1.025 shares of Alpha common stock and (ii) $10.00 in cash, without interest (the "Merger Consideration"). Includes 4,351 restricted shares that vested and converted into the Merger Consideration. Any fractional share will be paid in cash.
The option provided that it vests and becomes exercisable on November 10, 2011. This option vested and was converted pursuant to the Merger Agreement into an option to purchase 2,919 shares of Alpha common stock at $16.10 per share, with the same terms and conditions as the original Massey stock option.
The option provided that 1,224 shares vest on November 9, 2011 and 1,225 shares vest on November 9, 2012. This option vested and was converted pursuant to the Merger Agreement into an option to purchase 2,965 shares of Alpha common stock at $28.12 per share, with the same terms and conditions as the original Massey stock option.
The option provided that 852 shares vest on November 23, 2011, 851 shares vest on November 23, 2012 and 852 shares vest on November 23, 2013. This option vested and was converted pursuant to the Merger Agreement into an option to purchase 3,093 shares of Alpha common stock at $40.95 per share, with the same terms and conditions as the original Massey stock option.
The reporting person held 2,753 restricted units. Pursuant to the Merger Agreement, the restricted units were cancelled and the reporting person will receive a cash payment, without interest, equal to the product of (A) the sum of (x) 1.025 multiplied by the average of the volume weighted average price per share of Alpha common stock on the New York Stock Exchange on each of the last five consecutive trading days prior to the effective time of the merger (rounded to the nearest one-tenth of a cent) and (y) $10.00 in cash and (B) the number of shares of Massey common stock subject to the Massey restricted stock units immediately prior to the effective time of the merger.
/s/ Richard R. Grinnan, attorney-in-fact
2011-06-03