0001127602-13-027042.txt : 20130912
0001127602-13-027042.hdr.sgml : 20130912
20130912131053
ACCESSION NUMBER: 0001127602-13-027042
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20130910
FILED AS OF DATE: 20130912
DATE AS OF CHANGE: 20130912
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: BMC SOFTWARE INC
CENTRAL INDEX KEY: 0000835729
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372]
IRS NUMBER: 742126120
STATE OF INCORPORATION: DE
FISCAL YEAR END: 0331
BUSINESS ADDRESS:
STREET 1: 2101 CITYWEST BLVD
CITY: HOUSTON
STATE: TX
ZIP: 77042-2827
BUSINESS PHONE: 7139188800
MAIL ADDRESS:
STREET 1: 2101 CITYWEST BLVD
CITY: HOUSTON
STATE: TX
ZIP: 77042-2827
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Bergdoll Edwin Brian
CENTRAL INDEX KEY: 0001577799
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-16393
FILM NUMBER: 131093525
MAIL ADDRESS:
STREET 1: 2101 CITYWEST BLVD.
CITY: HOUSTON
STATE: TX
ZIP: 77042
4
1
form4.xml
PRIMARY DOCUMENT
X0306
4
2013-09-10
1
0000835729
BMC SOFTWARE INC
BMC
0001577799
Bergdoll Edwin Brian
2101 CITYWEST BLVD.
HOUSTON
TX
77042
1
Sr VP of Sales
Common Stock
2013-09-10
4
D
0
27312
46.25
D
0
D
Employee Stock Option (Right to Buy)
39.295
2013-09-10
4
D
0
7313
D
2014-06-06
Common Stock
7313
0
D
Performance-based Market Stock Units
2013-09-10
4
D
0
10699
D
Common Stock
10699
0
D
Performance-based Market Stock Units
2013-09-10
4
D
0
7738
D
Common Stock
7738
0
D
Performance-based Market Stock Units
2013-09-10
4
D
0
7708
D
Common Stock
7708
0
D
Performance-based Market Stock Units
2013-09-10
4
D
0
2837
D
Common Stock
2837
0
D
Stock option award under the BMC Software, Inc. 2007 Incentive Plan.
Fully exercisable.
These options were cancelled in the merger in exchange for a cash payment equal to the product of (a) the number of shares of common stock covered by the option multiplied by (b) the difference between the merger consideration of $46.25 per share and the exercise price of the option.
Each performance-based market stock unit (MSU) represents the right to receive, following vesting, up to 150% of one share of BMC common stock. The actual number of shares of BMC common stock acquired upon vesting of the performance-based MSUs can range from 0% to 150% of the number of MSUs awarded and is contingent upon the achievement of pre-established performance metrics, as approved by BMC's Compensation Committee. One half of the performance-based MSUs are subject to vesting two years after the award date, and one half are subject to vesting three years after the award date.
Unless earlier forfeited under the terms of the performance-based MSU award agreement, each performance-based MSU converts into up to 150% of one share of BMC common stock based upon performance vesting. One half of the performance-based MSUs will vest based upon performance over a two year period ending two years after the award date, and one half of the performance-based MSUs will vest based upon performance over a three year period ending three years after the award date.
These performance-based market stock units were fully vested at the effective time of the merger and cancelled in exchange for a cash payment equal to the product of the number of stock units multiplied by the merger consideration of $46.25 per share.
/s/Christopher C. Chaffin, Attorney-in-Fact for Edwin Brian Bergdoll
2013-09-12