0001209191-15-008346.txt : 20150202
0001209191-15-008346.hdr.sgml : 20150202
20150202173720
ACCESSION NUMBER: 0001209191-15-008346
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20150130
FILED AS OF DATE: 20150202
DATE AS OF CHANGE: 20150202
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: SAFEWAY INC
CENTRAL INDEX KEY: 0000086144
STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-GROCERY STORES [5411]
IRS NUMBER: 943019135
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1228
BUSINESS ADDRESS:
STREET 1: 5918 STONERIDGE MALL RD
CITY: PLEASANTON
STATE: CA
ZIP: 94588
BUSINESS PHONE: 9254673000
MAIL ADDRESS:
STREET 1: 5918 STONERIDGE MALL ROAD
CITY: PLEASANTON
STATE: CA
ZIP: 94588
FORMER COMPANY:
FORMER CONFORMED NAME: SAFEWAY STORES INC
DATE OF NAME CHANGE: 19900226
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: EDWARDS ROBERT L
CENTRAL INDEX KEY: 0001213975
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-00041
FILM NUMBER: 15568411
MAIL ADDRESS:
STREET 1: C/O IMATION CORP
STREET 2: 1 IMATION PL
CITY: OAKDALE
STATE: MN
ZIP: 55128
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2015-01-30
1
0000086144
SAFEWAY INC
SWY
0001213975
EDWARDS ROBERT L
5918 STONERIDGE MALL ROAD
PLEASANTON
CA
94588
1
1
0
0
CEO & President
Common Stock
2015-01-30
4
A
0
288408
0.00
A
703068
D
Common Stock
2015-01-30
4
D
0
703068
D
0
D
Common Stock
2015-01-30
4
D
0
2009.8454
D
0
I
By 401(k) Plan
Stock Option (right to buy)
34.00
2015-01-30
4
D
0
159509
D
Common Stock
159509
0
D
Stock Option (right to buy)
21.87
2015-01-30
4
D
0
85213
D
Common Stock
85213
0
D
Stock Option (right to buy)
19.58
2015-01-30
4
D
0
84775
D
Common Stock
84775
0
D
Stock Option (right to buy)
17.49
2015-01-30
4
D
0
66203
D
Common Stock
66203
0
D
Stock Option (right to buy)
18.39
2015-01-30
4
D
0
73750
D
Common Stock
73750
0
D
Stock Option (right to buy)
14.26
2015-01-30
4
D
0
97000
D
Common Stock
97000
0
D
Restricted Stock Units
2015-01-30
4
D
0
38211
D
Common Stock
38211
0
D
Represents shares acquired pursuant to performance share awards vested in accordance with the terms of the merger agreement dated as of March 6, 2014 among issuer, AB Acquisition LLC, Albertson's Holdings LLC, Albertson's LLC and Saturn Acquisition Merger Sub, Inc., as amended (the "merger agreement").
Disposed of as of the effective date of the merger pursuant to the merger agreement. Upon the effective date of the merger each share of common stock became the right to receive the merger consideration consisting of: (i) a cash payment of $34.92, (ii) one contingent value right relating to issuer's interest in Casa Ley, S.A. de C.V. (a "Casa Ley CVR") and (iii) one contingent value right relating to any deferred consideration relating to the sale of the assets of issuer's real-estate development subsidiary Property Development Centers, LLC (a "PDC CVR"), less any applicable withholding taxes.
The option originally vested in successive annual increments of 25% of the original number of shares subject to the option, beginning March 3, 2015. Pursuant to the merger agreement, each option, whether vested or unvested, was canceled as of the effective date of the merger in exchange for the right to receive for each share of common stock issuable upon exercise of the option (i) a cash payment of $34.92 less the exercise price per share of the option, (ii) one Casa Ley CVR and (iii) one PDC CVR, less any applicable withholding taxes.
The option originally vested in successive annual increments of 25% of the original number of shares subject to the option, beginning July 22, 2014. Pursuant to the merger agreement, each option, whether vested or unvested, was canceled as of the effective date of the merger in exchange for the right to receive for each share of common stock issuable upon exercise of the option (i) a cash payment of $34.92 less the exercise price per share of the option, (ii) one Casa Ley CVR and (iii) one PDC CVR, less any applicable withholding taxes.
The option originally vested in successive annual increments of 25% of the original number of shares subject to the option, beginning March 8, 2014. Pursuant to the merger agreement, each option, whether vested or unvested, was canceled as of the effective date of the merger in exchange for the right to receive for each share of common stock issuable upon exercise of the option (i) a cash payment of $34.92 less the exercise price per share of the option, (ii) one Casa Ley CVR and (iii) one PDC CVR, less any applicable withholding taxes.
The option originally vested in successive annual increments of 25% of the original number of shares subject to the option, beginning March 8, 2013. Pursuant to the merger agreement, each option, whether vested or unvested, was canceled as of the effective date of the merger in exchange for the right to receive for each share of common stock issuable upon exercise of the option (i) a cash payment of $34.92 less the exercise price per share of the option, (ii) one Casa Ley CVR and (iii) one PDC CVR, less any applicable withholding taxes.
The option originally vested in successive annual increments of 20% of the original number of shares subject to the option, beginning March 10, 2012. Pursuant to the merger agreement, each option, whether vested or unvested, was canceled as of the effective date of the merger in exchange for the right to receive for each share of common stock issuable upon exercise of the option (i) a cash payment of $34.92 less the exercise price per share of the option, (ii) one Casa Ley CVR and (iii) one PDC CVR, less any applicable withholding taxes.
The option originally vested in successive annual increments of 20% of the original number of shares subject to the option, beginning March 2, 2010. Pursuant to the merger agreement, each option, whether vested or unvested, was canceled as of the effective date of the merger in exchange for the right to receive for each share of common stock issuable upon exercise of the option (i) a cash payment of $34.92 less the exercise price per share of the option, (ii) one Casa Ley CVR and (iii) one PDC CVR, less any applicable withholding taxes.
Each restricted stock unit represented the contingent right to receive one share of common stock. The restricted stock units originally vested in three equal annual installments beginning March 3, 2015. Pursuant to the merger agreement, each restricted stock unit, whether vested or unvested, was canceled as of the effective date of the merger in exchange for the right to receive (i) a cash payment of $34.92, (ii) one Casa Ley CVR and (iii) one PDC CVR, less any applicable withholding taxes.
/s/ Laura A. Donald, Attorney-in-Fact
2015-02-02