0001181431-11-040101.txt : 20110706
0001181431-11-040101.hdr.sgml : 20110706
20110706140407
ACCESSION NUMBER: 0001181431-11-040101
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20110630
FILED AS OF DATE: 20110706
DATE AS OF CHANGE: 20110706
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: DIMINO MICHAEL P
CENTRAL INDEX KEY: 0001215173
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-22056
FILM NUMBER: 11952701
MAIL ADDRESS:
STREET 1: 15885 SPRAGUE RD
CITY: STRONGSVILLE
STATE: OH
ZIP: 44136-1799
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: RURAL/METRO CORP /DE/
CENTRAL INDEX KEY: 0000906326
STANDARD INDUSTRIAL CLASSIFICATION: LOCAL & SUBURBAN TRANSIT & INTERURBAN HWY PASSENGER TRAINS [4100]
IRS NUMBER: 860746929
STATE OF INCORPORATION: DE
FISCAL YEAR END: 0630
BUSINESS ADDRESS:
STREET 1: 9221 EAST VIA DE VENTURA
CITY: SCOTTSDALE
STATE: AZ
ZIP: 85258
BUSINESS PHONE: 4806063886
MAIL ADDRESS:
STREET 1: 9221 EAST VIA DE VENTURA
CITY: SCOTTSDALE
STATE: AZ
ZIP: 85258
FORMER COMPANY:
FORMER CONFORMED NAME: RURAL METRO CORP /DE/
DATE OF NAME CHANGE: 19930528
4
1
rrd317187.xml
FORM 4
X0303
4
2011-06-30
1
0000906326
RURAL/METRO CORP /DE/
RURL
0001215173
DIMINO MICHAEL P
9221 E. VIA DE VENTURA
SCOTTSDALE
AZ
85258
1
1
0
0
President and CEO
Common Stock
2011-06-30
4
D
0
111486
D
0
D
Restricted share unit (RSU) (right to buy)
0.00
2011-06-30
4
D
0
27383
D
2020-07-12
Common Stock
27383
0
D
Stock appreciation right (SAR) (right to buy)
9.13
2011-06-30
4
D
0
36928
D
2017-07-12
Common Stock
36928
0
D
This field is not applicable.
Disposed of pursuant to the Agreement and Plan of Merger dated as of March 28, 2011, by and among the issuer, WP Rocket Holdings, Inc. (f/k/a WP Rocket Holdings LLC), and WP Rocket Merger Sub, Inc. in exchange for the right to receive the merger consideration of $17.25 per share in cash.
Pursuant to the Agreement and Plan of Merger, each restricted share unit (RSU) became vested in full at the effective time of the merger (to the extent not previously vested) and was cancelled in exchange for the right to receive a cash payment equal to (x) $17.25 multiplied by (y) the number of shares of the issuer's common stock subject to such RSU.
Pursuant to the Agreement and Plan of Merger, each stock appreciation right (SAR) became vested in full at the effective time of the merger (to the extent not previously vested) and was cancelled in exchange for the right to receive a cash payment equal to (I) the excess, if any, of (A) $17.25 over (B) the exercise price per share under the SAR multiplied by (II) the number of shares of the issuer's common stock subject to such SAR.
Includes 9,502 shares of common stock owned by Mr. DiMino's spouse, for which Mr. DiMino disclaims beneficial ownership.
/s/ Michael P. DiMino
2011-07-05