0001246360-17-001381.txt : 20170315 0001246360-17-001381.hdr.sgml : 20170315 20170315060027 ACCESSION NUMBER: 0001246360-17-001381 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20170310 FILED AS OF DATE: 20170315 DATE AS OF CHANGE: 20170315 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: HARMAN INTERNATIONAL INDUSTRIES INC /DE/ CENTRAL INDEX KEY: 0000800459 STANDARD INDUSTRIAL CLASSIFICATION: HOUSEHOLD AUDIO & VIDEO EQUIPMENT [3651] IRS NUMBER: 112534306 STATE OF INCORPORATION: DE FISCAL YEAR END: 0630 BUSINESS ADDRESS: STREET 1: 400 ATLANTIC STREET STREET 2: SUITE 1500 CITY: STAMFORD STATE: CT ZIP: 06901 BUSINESS PHONE: 2033283500 MAIL ADDRESS: STREET 1: 400 ATLANTIC STREET STREET 2: SUITE 1500 CITY: STAMFORD STATE: CT ZIP: 06901 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Paliwal Dinesh C CENTRAL INDEX KEY: 0001360224 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-09764 FILM NUMBER: 17689744 MAIL ADDRESS: STREET 1: 5454 W 110TH STREET CITY: OVERLAND PARK STATE: KS ZIP: 66211 4 1 form.xml PRIMARY DOCUMENT X0306 4 2017-03-10 true 0000800459 HARMAN INTERNATIONAL INDUSTRIES INC /DE/ HAR 0001360224 Paliwal Dinesh C C/O HARMAN INTERNATIONAL INDUSTRIES, INC 400 ATLANTIC STREET, SUITE 1500 STAMFORD CT 06901 true true false false Chairman, President and CEO Common Stock 2017-03-10 4 M false 33062 0 A 206489 D Common Stock 2017-03-10 4 M false 19172 0 A 225661 D Common Stock 2017-03-10 4 M false 17302 0 A 242963 D Common Stock 2017-03-10 4 A false 48455 0 A 291418 D Common Stock 2017-03-10 4 A false 68855 0 A 360273 D Common Stock 2017-03-10 4 A false 65961 0 A 426234 D Common Stock 2017-03-10 4 F false 123485 112 D 302749 D Common Stock 2017-03-10 4 D false 18712.72 112 D 0 I By 401(k) Common Stock 2017-03-10 4 D false 19017.75 112 D 0 I By 401(k)Plan Common Stock 2017-03-10 4 D false 129323 112 D 173426 D Common Stock 2017-03-10 4 D false 173426 112 D 0 D Restricted Share Unit 2017-03-10 4 M false 33062 0 D Common Stock 33062 0 D Restricted Share Unit 2017-03-10 4 M false 19172 0 D Common Stock 19172 0 D Restricted Share Unit 2017-03-10 4 M false 17302 0 D Common Stock 17302 0 D Stock Option (right to buy) 116.65 2017-03-10 4 M false 100000 0 D Common Stock 100000 0 D On November 14, 2016, Harman International Industries, Inc. (the "Issuer") entered into an Agreement and Plan of Merger (the "Merger Agreement"), by and among Samsung Electronics Co., Ltd., Samsung Electronics America, Inc. ("Samsung USA"), Silk Delaware, Inc., a wholly owned subsidiary of Samsung USA ("Merger Sub"). Upon completion of the merger of the Issuer and Merger Sub (the "Closing"), the Reporting Person's shares of the Issuer's common stocks, shares of restricted stock units ("RSUs") and stock options were converted into the right to receive $112 in cash, without interest, (the "Merger Consideration"). Upon the Closing, all unvested RSUs held by the Reporting Person were cancelled and converted into the right to receive an amount of cash equal to the number of shares at the Merger Consideration of $112 per share. With respect to outstanding performance restricted stock units ("PRSUs"), 60% of the target award amount and a pro rata portion of the remaining 40%, calculated based on number of days lapsed between date of grant and March 10, 2017, were vested and converted to cash, and the remaining PRSUs were forfeited. Any option or stock appreciation right that has an exercise price that equals or exceeds the merger consideration will be cancelled without consideration. Represents the aggregate number of shares of common stock of the issuer withheld to cover taxes due upon vesting of the restricted share units reported in Column 4. Marisa Iasenza, as attorney-in-fact, for Dinesh Paliwal 2017-03-14