0001140361-11-055381.txt : 20111130 0001140361-11-055381.hdr.sgml : 20111130 20111130152042 ACCESSION NUMBER: 0001140361-11-055381 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20111128 FILED AS OF DATE: 20111130 DATE AS OF CHANGE: 20111130 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: GOODSON R EUGENE CENTRAL INDEX KEY: 0001220936 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35116 FILM NUMBER: 111233839 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: SOUTHWALL TECHNOLOGIES INC /DE/ CENTRAL INDEX KEY: 0000813619 STANDARD INDUSTRIAL CLASSIFICATION: UNSUPPORTED PLASTICS FILM & SHEET [3081] IRS NUMBER: 942551470 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1029 CORPORATION WAY CITY: PALO ALTO STATE: CA ZIP: 94303 BUSINESS PHONE: 4159629111 MAIL ADDRESS: STREET 1: 1029 CORPORATION WAY CITY: PALO ALTO STATE: CA ZIP: 94303 4 1 doc1.xml FORM 4 X0304 4 2011-11-28 1 0000813619 SOUTHWALL TECHNOLOGIES INC /DE/ SWTX 0001220936 GOODSON R EUGENE C/O SOUTHWALL TECHNOLOGIES INC. 3788 FABIAN WAY PALO ALTO CA 94303 1 0 0 0 Non-Qualified Stock Option 3.10 2011-11-28 4 D 0 8000 10.50 D 2007-07-28 2016-07-27 Common Stock 8000 0 D Non-Qualified Stock Option 4.20 2011-11-28 4 D 0 6000 9.40 D 2009-02-26 2018-02-25 Common Stock 6000 0 D Non-Qualified Stock Option 2.90 2011-11-28 4 D 0 4000 10.70 D 2010-03-18 2019-03-18 Common Stock 4000 0 D Non-Qualified Stock Option 3.15 2011-11-28 4 D 0 2000 10.45 D 2010-04-28 2019-04-28 Common Stock 2000 0 D Non-Qualified Stock Option 7.95 2011-11-28 4 D 0 5000 5.65 D 2011-03-24 2020-03-23 Common Stock 5000 0 D Non-Qualified Stock Option 11.00 2011-11-28 4 D 0 5000 2.60 D 2012-03-25 2021-03-24 Common Stock 5000 0 D The option provided for vesting over 4 years with 25% vesting after 6 months and the remainder vesting monthly thereafter. The vesting was fully accelerated pursuant to the Agreement and Plan of Merger (the "Merger Agreement"), dated October 6, 2011, among the Registrant, Solutia Inc. and Backbone Merger Sub, Inc. The option provided for vesting over 4 years with 25% vesting after 6 months and the remainder vesting monthly thereafter. The vesting was fully accelerated pursuant to the Merger Agreement. The option provided for vesting over 4 years with 25% vesting after 6 months and the remainder vesting monthly thereafter. The vesting was fully accelerated pursuant to the Merger Agreement. The option provided for vesting over 4 years with 25% vesting after 6 months and the remainder vesting monthly thereafter. The vesting was fully accelerated pursuant to the Merger Agreement. The option provided for vesting over 4 years with 25% vesting after 6 months and the remainder vesting monthly thereafter. The vesting was fully accelerated pursuant to the Merger Agreement. The option provided for vesting over 4 years with 25% vesting after 6 months and the remainder vesting monthly thereafter. The vesting was fully accelerated pursuant to the Merger Agreement. The reporting person received cash consideration for the cancellation of the option pursuant to the Merger Agreement equal to the number of shares of the Registrant's common stock underlying such option multiplied by the difference between the exercise price of the option and the per share purchase price of $13.60 in accordance with the Merger Agreement. /s/ R. Eugene Goodson 2011-11-30