0001181431-12-067517.txt : 20121228 0001181431-12-067517.hdr.sgml : 20121228 20121228182904 ACCESSION NUMBER: 0001181431-12-067517 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20121221 FILED AS OF DATE: 20121228 DATE AS OF CHANGE: 20121228 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Dziersk Thomas CENTRAL INDEX KEY: 0001371064 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-27876 FILM NUMBER: 121292032 MAIL ADDRESS: STREET 1: C/O JDA SOFTWARE GROUP, INC. STREET 2: 14400 NORTH 87TH STREET CITY: SCOTTSDALE STATE: AZ ZIP: 85260 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: JDA SOFTWARE GROUP INC CENTRAL INDEX KEY: 0001006892 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROGRAMMING SERVICES [7371] IRS NUMBER: 860787377 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 14400 N 87TH ST CITY: SCOTTSDALE STATE: AZ ZIP: 85260 BUSINESS PHONE: 4083083000 MAIL ADDRESS: STREET 1: 14400 N 87TH ST CITY: SCOTTSDALE STATE: AZ ZIP: 85260 4 1 rrd364873.xml X0306 4 2012-12-21 1 0001006892 JDA SOFTWARE GROUP INC JDAS 0001371064 Dziersk Thomas C/O JDA SOFTWARE GROUP, INC. 14400 N. 87TH STREET SCOTTSDALE AZ 85260-3649 0 1 0 0 EVP Sales & Marketing Common Stock 2012-12-21 2012-12-21 4 U 0 216 45.00 D 16602 D Common Stock 2012-12-21 2012-12-21 4 J 0 16602 45.00 D 0 D Common Stock 2012-12-21 2012-12-21 4 A 0 32895 0 A 32895 D Common Stock 2012-12-21 2012-12-21 4 J 0 32895 45 D 0 D These shares were disposed of pursuant to the Agreement and Plan of Merger dated November 1, 2012 between the Issuer and RP Crown Acquisition Sub, LLC (an affiliate of RedPrairie Corporation) which was consummated on December 21, 2012. In addition to the shares tendered, another 427 shares were cancelled at the close of the transaction. These are shares subject to a vesting of a Restricted Stock Unit. At the effective time of the merger, each restricted stock unit vested in full and was converted into the right to receive a cash amount equal to the merger consideration. Securities acquired pursuant to the change of control clause in the performance award granted on August 13, 2012, under the JDA 2005 Performance Incentive Plan. Each restricted stock unit represents a right to receive one share of JDAS common stock At the effective time of the merger, each restricted stock unit vested in full and was converted into the right to receive a cash amount equal to the merger consideration. /s/ Michael Bridge, Attorney-in-Fact for Thomas Dziersk 2012-12-28