0001209191-12-042290.txt : 20120816
0001209191-12-042290.hdr.sgml : 20120816
20120816174058
ACCESSION NUMBER: 0001209191-12-042290
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 2
CONFORMED PERIOD OF REPORT: 20120816
FILED AS OF DATE: 20120816
DATE AS OF CHANGE: 20120816
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Williams William H
CENTRAL INDEX KEY: 0001335759
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-23800
FILM NUMBER: 121040867
MAIL ADDRESS:
STREET 1: 2500 SOUTH PACIFIC HIGHWAY
CITY: MEDFORD
STATE: OR
ZIP: 97501
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: LACROSSE FOOTWEAR INC
CENTRAL INDEX KEY: 0000919443
STANDARD INDUSTRIAL CLASSIFICATION: RUBBER & PLASTICS FOOTWEAR [3021]
IRS NUMBER: 391446816
STATE OF INCORPORATION: WI
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 17634 NE AIRPORT WAY
CITY: PORTLAND
STATE: OR
ZIP: 97230
BUSINESS PHONE: 5037661010
MAIL ADDRESS:
STREET 1: 17634 NE AIRPORT WAY
CITY: PORTLAND
STATE: OR
ZIP: 97230
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2012-08-16
1
0000919443
LACROSSE FOOTWEAR INC
BOOT
0001335759
Williams William H
LACROSSE FOOTWEAR, INC.
17634 NE AIRPORT WAY
PORTLAND
OR
97230
1
0
0
0
Director Stock Option (right to buy)
10.94
2012-08-16
4
D
0
5000
9.06
D
2016-01-03
Common Stock
5000
0
D
Director Stock Option (right to buy)
13.27
2012-08-16
4
D
0
5000
6.73
D
2017-01-02
Common Stock
5000
0
D
Director Stock Option (right to buy)
17.61
2012-08-16
4
D
0
5000
2.39
D
2018-01-02
Common Stock
5000
0
D
Director Stock Option (right to buy)
12.00
2012-08-16
4
D
0
5000
8.00
D
2019-01-02
Common Stock
5000
0
D
Director Stock Option (right to buy)
13.02
2012-08-16
4
D
0
5000
6.98
D
2020-01-04
Common Stock
5000
0
D
Director Stock Option (right to buy)
16.73
2012-08-16
4
D
0
5000
3.27
D
2021-01-03
Common Stock
5000
0
D
Director Stock Option (right to buy)
12.80
2012-08-16
4
D
0
5000
7.20
D
2022-01-03
Common Stock
5000
0
D
The option, which provided for vesting in four equal annual installments beginning on January 3, 2006, and was cancelled pursuant to a merger agreement between the issuer, ABC-MART, INC., a corporation formed under the laws of Japan, and XYZ Merger Sub, Inc., a Wisconsin corporation, dated as of July 5, 2012 (the "merger agreement"), and converted into the right to receive cash in the amount of $45,300.00, without interest and subject to deduction for any withholding taxes, representing the difference between the exercise price of the option and the price paid per common share in the merger ($20.00).
The option, which provided for vesting in four equal annual installments beginning on January 2, 2007, was cancelled pursuant to the merger agreement and converted into the right to receive cash in the amount of $33,650.00, without interest and subject to deduction for any withholding taxes, representing the difference between the exercise price of the option and the price paid per common share in the merger ($20.00).
The option, which provided for vesting in four equal annual installments beginning on January 2, 2008, was cancelled pursuant to the merger agreement and converted into the right to receive cash in the amount of $11,950.00, without interest and subject to deduction for any withholding taxes, representing the difference between the exercise price of the option and the price paid per common share in the merger ($20.00).
The option, which provided for vesting in four equal annual installments beginning on January 2, 2009, fully vested immediately prior to the closing of the merger and was cancelled pursuant to the merger agreement and converted into the right to receive cash in the amount of $40,000.00, without interest and subject to deduction for any withholding taxes, representing the difference between the exercise price of the option and the price paid per common share in the merger ($20.00).
The option, which provided for vesting in four equal annual installments beginning on January 4, 2010, fully vested immediately prior to the closing of the merger and was cancelled pursuant to the merger agreement and converted into the right to receive cash in the amount of $34,900.00, without interest and subject to deduction for any withholding taxes, representing the difference between the exercise price of the option and the price paid per common share in the merger ($20.00).
The option, which provided for vesting in four equal annual installments beginning on January 3, 2011, fully vested immediately prior to the closing of the merger and was cancelled pursuant to the merger agreement and converted into the right to receive cash in the amount of $16,350.00, without interest and subject to deduction for any withholding taxes, representing the difference between the exercise price of the option and the price paid per common share in the merger ($20.00).
The option, which provided for vesting in four equal annual installments beginning on January 3, 2012, fully vested immediately prior to the closing of the merger and was cancelled pursuant to the merger agreement and converted into the right to receive cash in the amount of $36,000.00, without interest and subject to deduction for any withholding taxes, representing the difference between the exercise price of the option and the price paid per common share in the merger ($20.00).
/s/ William H. Williams
2012-08-16
EX-24.4_435677
2
poa.txt
POA DOCUMENT
POWER OF ATTORNEY
Know all by these presents, that the undersigned hereby constitutes and
appoints each of David P. Carlson, Charles Kirk Layton, Derek Chase, Bruce A.
Robertson and Peter Cancelmo, signing singly, the undersigned's true and lawful
attorney-in-fact to:
1. execute for and on behalf of the undersigned, in the undersigned's capacity
as an officer and/or director of LaCrosse Footwear, Inc. (the "Company"), Forms
3, 4 and 5 in accordance with Section 16(a) of the Securities Exchange Act of
1934 and the rules thereunder, and any other forms or reports the undersigned
may be required to file in connection with the undersigned's ownership,
acquisition, or disposition of securities of the Company;
2. do and perform any and all acts for and on behalf of the undersigned which
may be necessary or desirable to complete and execute any such Form 3, 4 or 5,
or other form or report, and timely file such form or report with the United
States Securities and Exchange Commission and any stock exchange or similar
authority; and
3. take any other action of any type whatsoever in connection with the foregoing
which, in the opinion of such attorney-in-fact, may be of benefit to, in the
best interest of, or legally required by, the undersigned, it being understood
that the documents executed by such attorney-in-fact on behalf of the
undersigned pursuant to this Power of Attorney shall be in such form and shall
contain such terms and conditions as such attorney-in-fact may approve in such
attorney-in-fact's discretion.
The undersigned hereby grants to each such attorney-in-fact full power and
authority to do and perform any and every act and thing whatsoever requisite,
necessary, or proper to be done in the exercise of any of the rights and powers
herein granted, as fully to all intents and purposes as the undersigned might or
could do if personally present, with full power of substitution or revocation,
hereby ratifying and confirming all that such attorney-in-fact, or such
attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be
done by virtue of this power of attorney and the rights and powers herein
granted. The undersigned acknowledges that the foregoing attorneys-in-fact, in
serving in such capacity at the request of the undersigned, are not assuming,
nor is the Company assuming, any of the undersigned's responsibilities to comply
with Section 16 of the Securities Exchange Act of 1934.
This Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file Forms 3, 4 and 5 with respect to the
undersigned's holdings of and transactions in securities issued by the Company,
unless earlier revoked by the undersigned in a signed writing delivered to the
foregoing attorneys-in-fact.
IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be
executed this 30th day of January, 2012.
/s/ William H. Williams