0000899243-17-020348.txt : 20170815
0000899243-17-020348.hdr.sgml : 20170815
20170815162608
ACCESSION NUMBER: 0000899243-17-020348
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20170812
FILED AS OF DATE: 20170815
DATE AS OF CHANGE: 20170815
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Moran Cindy E
CENTRAL INDEX KEY: 0001644218
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 000-51579
FILM NUMBER: 171034203
MAIL ADDRESS:
STREET 1: 11730 PLAZA AMERICA DR.
STREET 2: SUITE 700
CITY: RESTON
STATE: VA
ZIP: 20190
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: NCI, Inc.
CENTRAL INDEX KEY: 0001334478
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER INTEGRATED SYSTEMS DESIGN [7373]
IRS NUMBER: 203211574
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 11730 PLAZA AMERICA DRIVE
CITY: RESTON
STATE: VA
ZIP: 20190
BUSINESS PHONE: (703) 707-6900
MAIL ADDRESS:
STREET 1: 11730 PLAZA AMERICA DRIVE
CITY: RESTON
STATE: VA
ZIP: 20190
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2017-08-12
1
0001334478
NCI, Inc.
NCIT
0001644218
Moran Cindy E
C/O NCI, INC.
11730 PLAZA AMERICA DRIVE
RESTON
VA
20190
1
0
0
0
Class A Common Stock
2017-08-12
4
U
0
335
D
0
D
Non-Qualified Class A Common Stock Option (Right to Buy)
10.82
2017-08-15
4
D
0
10000
D
2022-06-03
Class A Common Stock
10000
0
D
Non-Qualified Class A Common Stock Option (Right to Buy)
13.29
2017-08-15
4
D
0
5000
D
2023-06-01
Class A Common Stock
5000
0
D
The Reporting Person tendered the shares in exchange for $20.00 per share, net to the Reporting Person in cash, without interest and subject to deduction for any required withholding of taxes, in the tender offer made pursuant to the Agreement and Plan of Merger, dated July 2, 2017, by and among the Issuer, Cloud Intermediate Holdings, LLC and Cloud Merger Sub, Inc. (the "Merger Agreement").
Each of these options was canceled pursuant to the terms of the Merger Agreement and converted into the right to receive an amount in cash equal to the product of (a) the excess of $20.00 over the exercise price of this option, and (b) the number of shares subject to such option.
These options were granted on 06/03/2015. As of June 3, 2017 (the second anniversary of the grant), 66 2/3% of these options had vested. The remaining 33 1/3% would have vested on June 3, 2018.
These options were granted on 06/01/2016. As of June 1, 2017 (the first anniversary of the grant), 33 1/3% of these options had vested. The remaining 66 2/3% would have vested in two equal annual installments beginning on the second anniversary of the grant.
/s/ Michele R. Cappello, as Attorney-in-Fact
2017-08-15