0001246360-17-001382.txt : 20170315 0001246360-17-001382.hdr.sgml : 20170315 20170315060032 ACCESSION NUMBER: 0001246360-17-001382 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: Peter Jennifer CENTRAL INDEX KEY: 0001450058 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-09764 FILM NUMBER: 17689745 MAIL ADDRESS: STREET 1: 400 ATLANTIC STREET STREET 2: SUITE 1500 CITY: STAMFORD STATE: CT ZIP: 06901 4 1 form.xml PRIMARY DOCUMENT X0306 4 2017-03-10 true 0000800459 HARMAN INTERNATIONAL INDUSTRIES INC /DE/ HAR 0001450058 Peter Jennifer C/O HARMAN INTERNATIONAL INDUSTRIES, INC 400 ATLANTIC STREET, SUITE 1500 STAMFORD CT 06901 false true false false VP and CAO Common Stock 2017-03-10 4 M false 1080 47.47 A 2007 D Common Stock 2017-03-10 4 M false 342 0 A 2349 D Common Stock 2017-03-10 4 M false 290 0 A 2639 D Common Stock 2017-03-10 4 M false 1751 66.1 A 4390 D Common Stock 2017-03-10 4 M false 590 0 A 4980 D Common Stock 2017-03-10 4 A false 541 0 A 5521 D Common Stock 2017-03-10 4 A false 785 0 A 6306 D Common Stock 2017-03-10 4 A false 820 0 A 7126 D Common Stock 2017-03-10 4 F false 1626 112 D 5500 D Common Stock 2017-03-10 4 D false 4572 112 D 928 D Common Stock 2017-03-10 4 D false 928 112 D 0 D Stock Option (right to buy) 47.47 2017-03-10 4 M false 1080 0 D Common Stock 1080 0 D Restricted Share Unit 2017-03-10 4 M false 342 0 D Common Stock 342 0 D Restricted Share Unit 2017-03-10 4 M false 290 0 D Common Stock 290 0 D Stock Option (right to buy) 120.83 2017-03-10 4 M false 1500 0 D Common Stock 1500 0 D Stock Option (right to buy) 66.1 2017-03-10 4 M false 1751 0 D Common Stock 1751 0 D Restricted Share Unit 2017-03-10 4 M false 590 0 D Common Stock 590 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"). 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. 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. Upon the Closing, all vested Stock Options held by the Reporting Person were cancelled and converted into the right to receive an amount per share of common stock equal to $112 less the exercise price for such option. 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 Jennifer Peter 2017-03-14