-----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, MDKQ12HGL9RPgYFNr98VZqHNpkvU2xUVlQt7kkjvTULVXyShWEqivHBW2RbCknyY evl+/CFyEc5EGvEVc7T+Ew== 0001398133-07-000085.txt : 20071002 0001398133-07-000085.hdr.sgml : 20071002 20071002173316 ACCESSION NUMBER: 0001398133-07-000085 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20070930 FILED AS OF DATE: 20071002 DATE AS OF CHANGE: 20071002 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: NEOWARE INC CENTRAL INDEX KEY: 0000894743 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRONIC COMPUTERS [3571] IRS NUMBER: 232705700 STATE OF INCORPORATION: DE FISCAL YEAR END: 0630 BUSINESS ADDRESS: STREET 1: 3200 HORIZON DR CITY: KING OF PRUSSIA STATE: PA ZIP: 19406 BUSINESS PHONE: 6102778300 MAIL ADDRESS: STREET 1: 3200 HORIZON DR CITY: KING OF PRUSSIA STATE: PA ZIP: 19406 FORMER COMPANY: FORMER CONFORMED NAME: NEOWARE SYSTEMS INC DATE OF NAME CHANGE: 19980928 FORMER COMPANY: FORMER CONFORMED NAME: HDS NETWORK SYSTEMS INC DATE OF NAME CHANGE: 19950313 FORMER COMPANY: FORMER CONFORMED NAME: INFORMATION SYSTEMS ACQUISITION CORP DATE OF NAME CHANGE: 19930108 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SCHNECK KEITH D CENTRAL INDEX KEY: 0001236827 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-21240 FILM NUMBER: 071151045 MAIL ADDRESS: STREET 1: C/O NEOWARE SYSTEMS INC STREET 2: 400 FEHELEY DRIVE CITY: KING OF PRUSSIA STATE: PA ZIP: 19406 4 1 edgar.xml PRIMARY DOCUMENT X0202 4 2007-09-30 1 0000894743 NEOWARE INC NWRE 0001236827 SCHNECK KEITH D C/O NEOWARE, INC. 3200 HORIZON DRIVE KING OF PRUSSIA PA 19046 0 1 0 0 Chief Financial Officer Stock Option (Right to Buy) 10.55 2007-09-30 4 D 0 50000 5.70 D 2013-04-28 Common Stock 50000 0 D Stock Option (Right to Buy) 6.48 2007-09-30 4 D 0 15000 9.77 D 2014-08-04 Common Stock 15000 0 D Stock Option (Right to Buy) 9.26 2007-09-30 4 D 0 25000 6.99 D 2014-12-01 Common Stock 25000 0 D Stock Option (Right to Buy) 11.15 2007-09-30 4 D 0 20000 5.10 D 2015-08-11 Common Stock 20000 0 D Stock Option (Right to Buy) 14.02 2007-09-30 4 D 0 35000 2.23 D 2017-07-02 Common Stock 35000 0 D Pursuant to an Agreement and Plan of Merger between Neoware, Inc., Hewlett-Packard Company and Narwhal Acquisition Corporation, dated as of July 23, 2007, this stock option was vested and converted into the right to receive $16.25 less the applicable exercise price in respect of each share of common stock underlying such option as of 11:59 on September 30, 2007, the effective date of the merger. This stock option, which provided for vesting in four equal annual installments beginning April 28, 2004, was vested and converted in the merger into the right to receive a cash payment of $285,000, representing the difference between the exercise price of the option and the merger consideration per share ($16.25) of the underlying Neoware, Inc. common stock on the effective date of the merger multiplied by the number of shares of Neoware, Inc. common stock subject to this option disposed of by the reporting person in connection with the merger. This amount represents the per share difference between the exercise price of the option and the merger consideration per share ($16.25) of the underlying Neoware, Inc. common stock on the effective date of the merger. This stock option, which provided for vesting in four equal annual installments beginning August 4, 2005 was vested and converted in the merger into the right to receive a cash payment of $146,550, representing the difference between the exercise price of the option and the merger consideration per share ($16.25) of the underlying Neoware, Inc. common stock on the effective date of the merger multiplied by the number of shares of Neoware, Inc. common stock subject to this option disposed of by the reporting person in connection with the merger. This stock option, which provided for vesting in four equal annual installments beginning December 1, 2005, was vested and converted in the merger into the right to receive a cash payment of $174,750, representing the difference between the exercise price of the option and the merger consideration per share ($16.25) of the underlying Neoware, Inc. common stock on the effective date of the merger multiplied by the number of shares of Neoware, Inc. common stock subject to this option disposed of by the reporting person in connection with the merger. This stock option, which provided for vesting in four equal annual installments beginning August 11, 2006, was vested and converted in the merger into the right to receive a cash payment of $102,000, representing the difference between the exercise price of the option and the merger consideration per share of the underlying Neoware, Inc. common stock on the effective date of the merger ($16.25 per share) multiplied by the number of shares of Neoware, Inc. common stock subject to this option disposed of by the reporting person in the merger. This stock option, which provided for vesting in four equal annual installments beginning July 2, 2008, was vested and converted in the merger into the right to receive a cash payment of $78,050, representing the difference between the exercise price of the option and the merger consideration per share ($16.25) of the underlying Neoware, Inc. common stock on the effective date of the merger multiplied by the number of shares of Neoware, Inc. common stock subject to this option disposed of by the reporting person in connection with the merger. Donald Joseph, Attorney-in-Fact for Keith D. Schneck 2007-10-01 -----END PRIVACY-ENHANCED MESSAGE-----