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Form 4 PLANAR SYSTEMS INC For: Nov 27 Filed by: Perkel Gerald K

December 1, 2015 6:17 PM EST
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person *
Perkel Gerald K

(Last) (First) (Middle)
1195 NW COMPTON DR

(Street)
BEAVERTON OR 97006

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
PLANAR SYSTEMS INC [ PLNR ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
President and CEO
3. Date of Earliest Transaction (Month/Day/Year)
11/27/2015
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 11/27/2015   D (1)   1,044,844 D $ 6.58 0 D  
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Restricted Stock Units (2) 11/27/2015   A   412,898     (2)   (2) Common Stock 412,898 (2) 412,898 D  
Restricted Stock Units (3) 11/27/2015   D     412,898   (2)   (2) Common Stock 412,898 (3) 0 D  
Explanation of Responses:
1. Disposed of pursuant to the Agreement and Plan of Merger ("Merger Agreement"), dated as of August 12, 2015, by and among the issuer, Leyard American Corporation ("Leyard"), Leopard Acquisition Corporation, a wholly-owned subsidiary of Leyard, and Leyard Optoelectronic Co., Ltd., pursuant to which the outstanding shares of the issuer's common stock were converted into the right to receive $6.58 per share in cash, without interest.
2. Represents performance-based restricted stock units ("RSUs") that, pursuant to the Merger Agreement, became fully vested and for which the performance-based vesting conditions were eliminated as of November 27, 2015, the effective date of the merger. Each RSU represents the contingent right to receive one share of the issuer's common stock.
3. Pursuant to the Merger Agreement, the RSUs were cancelled in exchange for the right to receive the merger consideration of $6.58 per share, without interest.
/s/ Maranda D. Stackhouse for Gerald K. Perkel 12/01/2015
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.


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