0000899243-15-003977.txt : 20150825 0000899243-15-003977.hdr.sgml : 20150825 20150825171052 ACCESSION NUMBER: 0000899243-15-003977 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20150821 FILED AS OF DATE: 20150825 DATE AS OF CHANGE: 20150825 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: ANN INC. CENTRAL INDEX KEY: 0000874214 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-WOMEN'S CLOTHING STORES [5621] IRS NUMBER: 133499319 STATE OF INCORPORATION: DE FISCAL YEAR END: 0131 BUSINESS ADDRESS: STREET 1: 7 TIMES SQUARE STREET 2: 15TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10036 BUSINESS PHONE: 2125413300 MAIL ADDRESS: STREET 1: 7 TIMES SQUARE STREET 2: 15TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10036 FORMER COMPANY: FORMER CONFORMED NAME: ANNTAYLOR STORES CORP DATE OF NAME CHANGE: 20040920 FORMER COMPANY: FORMER CONFORMED NAME: TAYLOR ANN STORES CORP DATE OF NAME CHANGE: 19960221 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Nicholson Michael J CENTRAL INDEX KEY: 0001412597 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-10738 FILM NUMBER: 151073901 MAIL ADDRESS: STREET 1: C/O ANNTAYLOR STORES CORPORATION STREET 2: 7 TIMES SQUARE CITY: NEW YORK STATE: NY ZIP: 10036 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2015-08-21 1 0000874214 ANN INC. ANN 0001412597 Nicholson Michael J C/O ANN INC. 7 TIMES SQUARE NEW YORK NY 10036 0 1 0 0 EVP, COO & CFO Common Stock 2015-08-21 4 A 0 15766 A 354856 D Common Stock 2015-08-21 4 D 0 354856 D 0 D Common Stock 2015-08-21 4 D 0 10100 D 0 I By 401(k) Plan Employee Stock Option (Right to Buy) 32.36 2015-08-21 4 D 0 27000 D 2017-09-17 Common Stock 27000 0 D Employee Stock Option (Right to Buy) 23.92 2015-08-21 4 D 0 30000 D 2018-03-12 Common Stock 30000 0 D Employee Stock Option (Right to Buy) 23.22 2015-08-21 4 D 0 15000 D 2018-07-10 Common Stock 15000 0 D Employee Stock Option (Right to Buy) 2.82 2015-08-21 4 D 0 50000 D 2019-03-10 Common Stock 50000 0 D Employee Stock Option (Right to Buy) 7.32 2015-08-21 4 D 0 25000 D 2019-06-01 Common Stock 25000 0 D Employee Stock Option (Right to Buy) 14.08 2015-08-21 4 D 0 25000 D 2019-09-01 Common Stock 25000 0 D Employee Stock Option (Right to Buy) 19.58 2015-08-21 4 D 0 20000 D 2020-03-16 Common Stock 20000 0 D Employee Stock Option (Right to Buy) 27.74 2015-08-21 4 D 0 15000 D 2021-03-15 Common Stock 15000 0 D Employee Stock Option (Right to Buy) 27.85 2015-08-21 4 D 0 22500 D 2022-03-13 Common Stock 22500 0 D This represents performance-vesting restricted stock that vests at target in connection with the merger contemplated by the Agreement and Plan of Merger, dated as of May 17, 2015 (the "Merger Agreement"), by and among ANN INC. (the "Company"), ascena retail group, inc. ("ascena") and Avian Acquisition Corp. The shares were disposed of in connection with the merger. Upon consummation of the merger, each share of the Company's common stock was converted into the right to receive $37.34 in cash and 0.68 of a share of ascena common stock. Includes holdings of approximately 11,178 shares in the Company's Associate Discount Stock Purchase Plan. The option to purchase ANN ordinary shares vested or was scheduled to vest in four equal annual installments beginning on the first anniversary of the date of grant. The option to purchase ANN ordinary shares vested or was scheduled to vest in three equal annual installments beginning on the first anniversary of the date of grant. Pursuant to the terms of the Merger Agreement, each option to purchase ANN shares, whether vested or unvested, was converted into the right to receive the per share merger consideration in respect of each net share underlying the ANN option, less the exercise price of the option. /s/ Katherine H. Ramundo by power of attorney 2015-08-25