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