0001209191-15-025313.txt : 20150311
0001209191-15-025313.hdr.sgml : 20150311
20150311181907
ACCESSION NUMBER: 0001209191-15-025313
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20150311
FILED AS OF DATE: 20150311
DATE AS OF CHANGE: 20150311
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: PENFORD CORP
CENTRAL INDEX KEY: 0000739608
STANDARD INDUSTRIAL CLASSIFICATION: GRAIN MILL PRODUCTS [2040]
IRS NUMBER: 911221360
STATE OF INCORPORATION: WA
FISCAL YEAR END: 0831
BUSINESS ADDRESS:
STREET 1: 7094 SOUTH REVERE PARKWAY
CITY: CENTENNIAL
STATE: CO
ZIP: 80112-3932
BUSINESS PHONE: 303-649-1900
MAIL ADDRESS:
STREET 1: 7094 SOUTH REVERE PARKWAY
CITY: CENTENNIAL
STATE: CO
ZIP: 80112-3932
FORMER COMPANY:
FORMER CONFORMED NAME: PENWEST LTD
DATE OF NAME CHANGE: 19920703
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Lawlor Christopher L
CENTRAL INDEX KEY: 0001324463
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-11488
FILM NUMBER: 15693902
MAIL ADDRESS:
STREET 1: C/O PENFORD CORPORATION
STREET 2: 7094 S. REVERE PARKWAY
CITY: CENTENNIAL
STATE: CO
ZIP: 80112-3932
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2015-03-11
1
0000739608
PENFORD CORP
PENX
0001324463
Lawlor Christopher L
C/O PENFORD CORPORATION
7094 S. REVERE PARKWAY
CENTENNIAL
CO
80112-3932
0
1
0
0
VP-HR Gen Coun &Corp Sec
Common Stock
2015-03-11
4
D
0
23412
19.00
D
0
D
NQ Stock Option (Right to Buy
15.12
2015-03-11
4
D
0
30000
D
2006-04-22
2015-04-22
Common Stock
30000
0
D
Stock Option (Right to Buy)
5.65
2015-03-11
4
D
0
60000
D
2013-01-26
2019-01-26
Common Stock
60000
0
D
Stock Option (Right to Buy)
17.07
2015-03-11
4
D
0
20000
D
2009-08-28
2015-08-28
Common Stock
20000
0
D
Common Stock and derivative securities of Penford Corporation ("Issuer") were disposed of pursuant to the transactions contemplated by the Agreement and Plan of Merger among Issuer, Ingredion Incorporated ("Acquiror"), and Prospect Sub, Inc., dated as of October 14, 2014 (the "Merger Agreement"). Upon closing of the transactions contemplated by the Merger Agreement (the "Effective Time"), Issuer became a wholly owned subsidiary of Acquiror, and each share of Common Stock of Issuer, including outstanding restricted stock which by its terms became fully vested at the Effective Time, was converted into the right to receive $19 in cash, and each stock option relating to the Common Stock of Issuer (a "Stock Option") was converted into the right to receive cash equal to the excess if any, of $19 over the per share exercise price of such Stock Option, less any applicable tax withholding.
The option becomes exercisable in four equal installments beginning on the first anniversary from date of grant; the first anniversary is indicated above as the Date Exercisable.
The option becomes exercisable in three equal installments beginning on the first anniversary from date of grant; the first anniversary is indicated above as the Date Exercisable.
/s/ Margaret Von der Schmidt as Attorney-in-Fact
2015-03-11