0001209191-16-147857.txt : 20161102
0001209191-16-147857.hdr.sgml : 20161102
20161102151050
ACCESSION NUMBER: 0001209191-16-147857
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20161101
FILED AS OF DATE: 20161102
DATE AS OF CHANGE: 20161102
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: PROVIDENCE & WORCESTER RAILROAD CO/RI/
CENTRAL INDEX KEY: 0000831968
STANDARD INDUSTRIAL CLASSIFICATION: RAILROADS, LINE-HAUL OPERATING [4011]
IRS NUMBER: 050344399
STATE OF INCORPORATION: RI
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 75 HAMMOND ST
CITY: WORCESTER
STATE: MA
ZIP: 01610
BUSINESS PHONE: 5087554000
MAIL ADDRESS:
STREET 1: PROVIDENCE & WORCESTER RAILROAD CO
STREET 2: 75 HAMMOND STREET
CITY: WORCESTER
STATE: MA
ZIP: 01610
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Rogers Frank K
CENTRAL INDEX KEY: 0001345967
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-12761
FILM NUMBER: 161967592
MAIL ADDRESS:
STREET 1: 75 HAMMOND STREET
CITY: WORCESTER
STATE: MA
ZIP: 01610
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2016-11-01
1
0000831968
PROVIDENCE & WORCESTER RAILROAD CO/RI/
PWX
0001345967
Rogers Frank K
75 HAMMOND STREET
WORCESTER
MA
01610
0
1
0
0
Vice President and CCO
Common Stock
2016-11-01
4
M
0
10500
A
13115
D
Common Stock
2016-11-01
4
D
0
10500
25.00
D
2615
D
Common Stock
2016-11-01
4
D
0
2615
25.00
D
0
D
Stock Option (right to buy)
13.70
2016-11-01
4
D
0
7000
11.30
D
2017-01-18
2026-01-18
Common Stock
7000
0
D
Stock Option (right to buy)
18.09
2016-11-01
4
D
0
446
6.91
D
2015-07-02
2025-01-02
Common Stock
446
0
D
Stock Option (right to buy)
19.55
2016-11-01
4
D
0
351
5.45
D
2014-07-02
2024-01-02
Common Stock
351
0
D
Stock Option (right to buy)
13.96
2016-11-01
4
D
0
335
11.04
D
2013-07-02
2023-01-02
Common Stock
335
0
D
Stock Option (right to buy)
11.40
2016-11-01
4
D
0
328
13.60
D
2012-07-03
2022-01-03
Common Stock
328
0
D
Stock Option (right to buy)
16.75
2016-11-01
4
D
0
326
8.25
D
2011-07-03
2021-01-03
Common Stock
326
0
D
Stock Option (right to buy)
10.75
2016-11-01
4
D
0
351
14.25
D
2010-07-04
2020-01-04
Common Stock
351
0
D
Stock Option (right to buy)
11.99
2016-11-01
4
D
0
257
13.01
D
2009-07-02
2019-01-02
Common Stock
257
0
D
Stock Option (right to buy)
16.72
2016-11-01
4
D
0
272
8.28
D
2008-07-02
2018-01-02
Common Stock
272
0
D
Stock Option (right to buy)
19.50
2016-11-01
4
D
0
249
5.50
D
2007-07-02
2017-01-02
Common Stock
249
0
D
Each Restricted Stock Unit represented the contingent right to receive one share of the Company's stock upon achieving certain performance goals. In connection with the merger, each Restricted Stock Unit was cancelled for cash in the amount of $25.00 per share, for total consideration of $262,500.00.
Disposed of for $25.00 per share in cash pursuant to the terms of the Merger Agreement, dated August 12, 2016 (the "Merger Agreement", among Providence and Worcester Railroad Company (the "Company"), Genesee & Wyoming Inc. ("G&W"), and Pullman Acquisition Sub Inc. ("Pullman"), whereby Pullman merged with and into the Company, whereupon the separate corporate existence of Pullman ceased and the Company became a wholly-owned subsidiary of G&W.
This non-qualified stock option grant, which provided for vesting in annual installments of 10% on January 18, 2017, 10% on January 18, 2018, 20% on January 18, 2019, 30% on January 18, 2020 and 30% on January 18, 2021, was cancelled in accordance with the merger of Pullman with and into the Company pursuant to the terms of the Merger Agreement.
This option was cancelled pursuant to the terms of the Merger Agreement.
The reporting person received $79,100.00 as consideration for the cancellation.
The reporting person received $3,081.86 as consideration for the cancellation.
The reporting person received $1,912.95 as consideration for the cancellation.
The reporting person received $3,698.40 as consideration for the cancellation.
The reporting person received $4,460.80 as consideration for the cancellation.
The reporting person received $2,689.50 as consideration for the cancellation.
The reporting person received $5,001.75 as consideration for the cancellation.
The reporting person received $3,343.57 as consideration for the cancellation.
The reporting person received $2,252.16 as consideration for the cancellation.
The reporting person received $1,369.50 as consideration for the cancellation.
/s/ Frank K. Rogers
2016-11-02