-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, JtMTu72eVOH7xSdCAsjH54sTa73ZL5PHerZHkjMckIP95IboVm+j9R3Syhbj7rRS PJbUZJWOhWCU7OhwdtT2Dw== 0001209191-05-030493.txt : 20050611 0001209191-05-030493.hdr.sgml : 20050611 20050607135452 ACCESSION NUMBER: 0001209191-05-030493 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20050525 FILED AS OF DATE: 20050607 DATE AS OF CHANGE: 20050607 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: INSURANCE AUTO AUCTIONS, INC CENTRAL INDEX KEY: 0000880026 STANDARD INDUSTRIAL CLASSIFICATION: WHOLESALE-MOTOR VEHICLES & MOTOR VEHICLE PARTS & SUPPLIES [5010] IRS NUMBER: 953790111 STATE OF INCORPORATION: IL FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: TWO WESTBROOK CORPORATE CENTER STREET 2: SUITE 500 CITY: WESTCHESTER STATE: IL ZIP: 60154 BUSINESS PHONE: 708-492-7000 MAIL ADDRESS: STREET 1: TWO WESTBROOK CORPORATE CENTER STREET 2: SUITE 500 CITY: WESTCHESTER STATE: IL ZIP: 60154 FORMER COMPANY: FORMER CONFORMED NAME: INSURANCE AUTO AUCTIONS INC /CA DATE OF NAME CHANGE: 19930328 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: HERMANEK DONALD J CENTRAL INDEX KEY: 0001196037 STANDARD INDUSTRIAL CLASSIFICATION: WHOLESALE-MOTOR VEHICLES & MOTOR VEHICLE PARTS & SUPPLIES [5010] STATE OF INCORPORATION: IL FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-19594 FILM NUMBER: 05882516 BUSINESS ADDRESS: BUSINESS PHONE: 8478393939 MAIL ADDRESS: STREET 1: 850 E ALGONQUIN RD STREET 2: STE 100 CITY: SCHAUMGURG STATE: IL ZIP: 60173 4 1 boc95803_02djh.xml MAIN DOCUMENT DESCRIPTION X0202 4 2005-05-25 0000880026 INSURANCE AUTO AUCTIONS, INC IAAI 0001196037 HERMANEK DONALD J 2 WESTBROOK CORPORATE CENTER SUITE 500 WESTCHESTER IL 60154 0 1 0 0 SR VP Sales and Marketing Common Stock 2005-05-25 4 D 0 23243 28.25 D 0 D Employee Stock Option (right to buy) 13.85 2005-05-25 4 D 0 30000 14.40 D 2013-11-14 Commmon Stock 30000 0 D Employee Stock Option (right to buy) 16 2005-05-25 4 D 0 25000 D 2010-09-05 Common Stock 25000 0 D Employee Stock Option (right to buy) 13.94 2005-05-25 4 D 0 40000 14.31 D 2011-03-07 Common Stock 40000 0 D Employee Stock Option (right to buy) 15.5 2005-05-25 4 D 0 23476 12.75 D 2012-12-16 Common Stock 23476 0 D Employee Stock Option (right to buy) 15.5 2005-05-25 4 D 0 6524 D 2012-12-16 Common Stock 6524 0 D Disposed of pursuant to merger agreement by and among issuer, Axle Merger Sub, Inc. and Axle Holdings, Inc. This option was canceled in the merger in exchange for a cash payment of $432,000, representing the difference between the exercise price of the option and the offer price of $28.25 for the underlying IAAI common stock pursuant to the merger agreement. This option was assumed by Axle Holdings, Inc. in the merger and replaced with an option to purchase 27,570 shares of Axle Holdings, Inc. common stock at $14.51 per share. This option was canceled in the merger in exchange for a cash payment of $572,400, representing the difference between the exercise price of the option and the offer price of $28.25 for the underlying IAAI common stock pursuant to the merger agreement. This option was canceled in the merger in exchange for a cash payment of $299,325, representing the difference between the exercise price of the option and the offer price of $28.25 for the underlying IAAI common stock pursuant to the merger agreement. This option was assumed by Axle Holdings, Inc. in the merger and replaced with an option to purchase 7,195 shares of Axle Holdings, Inc. common stock at $14.06 per share. /s/ Donald J. Hermanek 2005-05-31 -----END PRIVACY-ENHANCED MESSAGE-----