0001181431-14-005295.txt : 20140205 0001181431-14-005295.hdr.sgml : 20140205 20140205175604 ACCESSION NUMBER: 0001181431-14-005295 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20140204 FILED AS OF DATE: 20140205 DATE AS OF CHANGE: 20140205 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: VALASSIS COMMUNICATIONS INC CENTRAL INDEX KEY: 0000883293 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-ADVERTISING [7310] IRS NUMBER: 382760940 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 19975 VICTOR PARKWAY CITY: LIVONIA STATE: MI ZIP: 48152 BUSINESS PHONE: 3135913000 MAIL ADDRESS: STREET 1: 19975 VICTOR PARKWAY CITY: LIVONIA STATE: MI ZIP: 48152 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SCHALEK LINDA J CENTRAL INDEX KEY: 0001222493 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-10991 FILM NUMBER: 14577296 4 1 rrd401478.xml FEBRUARY 4, 2014 OPTIONS X0306 4 2014-02-04 0 0000883293 VALASSIS COMMUNICATIONS INC VCI 0001222493 SCHALEK LINDA J VALASSIS COMMUNICATIONS, INC. 19975 VICTOR PARKWAY LIVONIA MI 48152 0 0 0 1 SVP, Corporate Controller Common Stock 2014-02-04 4 U 0 12253 34.04 D 4165 D Common Stock 2014-02-04 4 D 0 4165 34.04 D 0 D Common Stock 2014-02-04 4 U 0 498 34.04 D 0 I By Valassis Employees' Retirement Savings Plan Employee Stock Option (Right to Buy) 1.32 2014-02-04 4 D 0 11000 32.72 D 2019-01-01 Common Stock 11000 0 D Employee Stock Option (Right to Buy) 18.26 2014-02-04 4 D 0 20000 15.78 D 2020-01-01 Common Stock 20000 0 D Employee Stock Option (Right to Buy) 21.90 2014-02-04 4 D 0 3000 12.14 D 2021-12-05 Common Stock 3000 0 D Employee Stock Option (Right to Buy) 27.17 2014-02-04 4 D 0 5000 6.87 D 2022-12-12 Common Stock 5000 0 D Per the terms of the Merger Agreement by and among Valassis Communications, Inc., Harland Clarke Holdings Corp. and V Acquisition Sub, Inc., dated as of December 17, 2013, each stock option that was outstanding and unexercised immediately prior to the Effective Time (as defined in the Merger Agreement), whether or not vested, was cancelled in consideration for the right to receive cash in an amount equal to the product of (i) the total number of shares subject to each such option immediately prior to the Effective Time and (ii) the excess, if any, of (x) $34.04 over (y) the exercise price per share subject to such stock option. Linda J. Schalek 2014-02-05