0001437749-15-022126.txt : 20151211
0001437749-15-022126.hdr.sgml : 20151211
20151211190541
ACCESSION NUMBER: 0001437749-15-022126
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20151209
FILED AS OF DATE: 20151211
DATE AS OF CHANGE: 20151211
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: STEINER LEISURE Ltd
CENTRAL INDEX KEY: 0001018946
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PERSONAL SERVICES [7200]
IRS NUMBER: 980164731
STATE OF INCORPORATION: C5
FISCAL YEAR END: 1206
BUSINESS ADDRESS:
STREET 1: 770 SOUTH DIXIE HWY.
STREET 2: 2ND FLOOR
CITY: CORAL GABLES
STATE: FL
ZIP: 33146
BUSINESS PHONE: 3053589002
MAIL ADDRESS:
STREET 1: STE 104A
STREET 2: SAFFREY SQ
CITY: NASSAU
STATE: C5
ZIP: 00000
FORMER COMPANY:
FORMER CONFORMED NAME: STEINER LEISURE LTD
DATE OF NAME CHANGE: 19960716
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: FLUXMAN LEONARD I
CENTRAL INDEX KEY: 0001063623
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-28972
FILM NUMBER: 151284362
MAIL ADDRESS:
STREET 1: STEINER LEISURE LIMITED
STREET 2: 770 S DIXIE HIGHWAY SUITE 200
CITY: CORAL GABLES
STATE: FL
ZIP: 33146
4
1
rdgdoc.xml
FORM 4
X0306
4
2015-12-09
0001018946
STEINER LEISURE Ltd
STNR
0001063623
FLUXMAN LEONARD I
C/O STEINER MANAGEMENT SERVICES
770 S. DIXIE HIGHWAY - SUITE 200
CORAL GABLES
FL
33146
1
1
President & CEO
Common Shares
2015-12-09
4
D
0
41536
65
D
141180
D
Common Shares
2015-12-09
4
D
0
43935
65
D
97245
D
Common Shares
2015-12-09
4
D
0
51091
65
D
46154
D
Common Shares
2015-12-09
4
J
0
46154
65
D
0
D
Represents time-based restricted share units subject to vesting over time, which were vested and canceled at the effective time of the merger pursuant to the Agreement and Plan of Merger, dated August 20, 2015, by and among the Company, Nemo Parent, Inc. and Nemo Merger Sub., Inc. (the "Merger"), in exchange for the right to receive $65.00 in cash per share (the "Merger Consideration"), without interest and subject to any withholding of taxes required by applicable law.
Represents performance-based restricted share units subject to vesting contingent on the achievement of performance goals or targets, which were vested and cancelled at the effective time of the Merger in exchange for the right to receive the Merger Consideration, without interest and subject to any withholding of taxes required by applicable law.
Represents common shares converted into the right to receive the Merger Consideration, without interest and subject to any withholding of taxes required by applicable law.
Pursuant to a rollover agreement by and between an affiliate of Nemo Parent, Inc. and the Reporting Person, the Reporting Person contributed these shares in exchange for equity interests in an affiliate of Nemo Parent, Inc. (the "Rollover"), effective as of the effective time of the Merger. For purposes of the Rollover, the Reporting Person's shares were valued at the Merger Consideration.
/s/ Leonard Fluxman
2015-12-11