0001535031-16-000154.txt : 20160803 0001535031-16-000154.hdr.sgml : 20160803 20160803190116 ACCESSION NUMBER: 0001535031-16-000154 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20160801 FILED AS OF DATE: 20160803 DATE AS OF CHANGE: 20160803 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Tumi Holdings, Inc. CENTRAL INDEX KEY: 0001535031 STANDARD INDUSTRIAL CLASSIFICATION: LEATHER & LEATHER PRODUCTS [3100] IRS NUMBER: 043799139 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1001 DURHAM AVE. CITY: SOUTH PLAINFIELD STATE: NJ ZIP: 07080 BUSINESS PHONE: 908-756-4400 MAIL ADDRESS: STREET 1: 1001 DURHAM AVE. CITY: SOUTH PLAINFIELD STATE: NJ ZIP: 07080 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Riley David CENTRAL INDEX KEY: 0001364356 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35495 FILM NUMBER: 161805226 MAIL ADDRESS: STREET 1: 1100 WINTER STREET STREET 2: SUITE 4600 CITY: WALTHAM STATE: MA ZIP: 02451 4 1 wf-form4_147026525979093.xml FORM 4 X0306 4 2016-08-01 0 0001535031 Tumi Holdings, Inc. TUMI 0001364356 Riley David C/O TUMI HOLDINGS INC. 1001 DURHAM AVE SOUTH PLAINFIELD NJ 07080 0 1 0 0 CAO and SVP, Finance Common Stock, $0.01 par value per share 2016-08-01 4 D 0 716 26.75 D 0 D Stock Option (Right to Buy) 23.25 2016-08-01 4 D 0 9842 D 2025-03-03 Common Stock, $0.01 par value per share 9842.0 0 D Stock Option (Right to Buy) 23.4 2016-08-01 4 D 0 9765 D 2024-08-12 Common Stock, $0.01 par value per share 9765.0 0 D Restricted Stock Units 2016-08-01 4 D 0 1434 D Common Stock, $0.01 par value per share 1434.0 0 D Restricted Stock Units 2016-08-01 4 D 0 7088 D Common Stock, $0.01 par value per share 7088.0 0 D Disposed of pursuant to and upon the effectiveness of the merger of PTL Acquisition Inc. ("Merger Sub"), a wholly owned subsidiary of Samsonite International S.A. ("Samsonite"), with and into the Issuer on August 1, 2016 pursuant to a merger agreement dated March 3, 2016 by and among Samsonite, Merger Sub and the Issuer. The stock option vests in three equal installments on each of the first three anniversaries of March 3, 2015, subject to the terms and conditions of the Tumi Holdings, Inc. 2012 Long-Term Incentive Plan (the "Plan"). Upon the effectiveness of the merger, pursuant to the terms of the merger agreement, the option was cancelled in exchange for a cash payment of $34,447 (representing a price per share equal to the difference between the merger consideration, $26.75 per share, and the exercise price of the option). The stock option vests in three equal installments on each of the first three anniversaries of August 12, 2014, subject to the terms and conditions of the Plan. Upon the effectiveness of the merger, pursuant to the terms of the merger agreement, the option was cancelled in exchange for a cash payment of $32,712.75 (representing a price per share equal to the difference between the merger consideration, $26.75 per share, and the exercise price of the option). Each restricted stock unit represented a contingent right to receive one share of Issuer common stock. The restricted stock units vest in two equal installments on each of March 3, 2017 and March 2, 2018, subject to the terms and conditions of the Plan. Upon the effectiveness of the merger, pursuant to the terms of the merger agreement, the restricted stock units were cancelled in exchange for a cash payment of $38,359.50 (representing a price of $26.75 per restricted stock unit). The restricted stock units vest in three equal installments on each of March 1, 2017, March 1, 2018 and March 1, 2019, subject to the terms and conditions of the Plan. Upon effectiveness of the merger, pursuant to the terms of the merger agreement, the restricted stock units were cancelled in exchange for a cash payment of $189,604 (representing a price of $26.75 per restricted stock unit). /s/ Peter L. Gray, as attorney-in-fact 2016-08-03