0001104659-20-003519.txt : 20200113 0001104659-20-003519.hdr.sgml : 20200113 20200113173828 ACCESSION NUMBER: 0001104659-20-003519 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20200109 FILED AS OF DATE: 20200113 DATE AS OF CHANGE: 20200113 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Murray Alex CENTRAL INDEX KEY: 0001525169 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35253 FILM NUMBER: 20524536 MAIL ADDRESS: STREET 1: C/O WESCO AIRCRAFT HOLDINGS, INC. STREET 2: 24911 AVENUE STANFORD CITY: VALENCIA STATE: CA ZIP: 91355 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Wesco Aircraft Holdings, Inc CENTRAL INDEX KEY: 0001378718 STANDARD INDUSTRIAL CLASSIFICATION: WHOLESALE-HARDWARE [5072] IRS NUMBER: 205441563 FISCAL YEAR END: 0930 BUSINESS ADDRESS: STREET 1: 24911 AVENUE STANFORD CITY: VALENCIA STATE: CA ZIP: 91355 BUSINESS PHONE: 661-775-7200 MAIL ADDRESS: STREET 1: 24911 AVENUE STANFORD CITY: VALENCIA STATE: CA ZIP: 91355 FORMER COMPANY: FORMER CONFORMED NAME: Wesco Holdings Inc DATE OF NAME CHANGE: 20061019 4 1 a4.xml 4 X0306 4 2020-01-09 1 0001378718 Wesco Aircraft Holdings, Inc WAIR 0001525169 Murray Alex C/O WESCO AIRCRAFT HOLDINGS, INC. 24911 AVENUE STANFORD VALENCIA CA 91355 0 1 0 0 President & COO Common Stock 2020-01-09 4 D 0 172817 D 0 D Restricted Stock Units 2020-01-09 4 D 0 35311 0 D Common Stock 35311 0 D Performance Share Units 2020-01-09 4 D 0 147029 0 D Common Stock 147029 0 D Employee Stock Options (right to buy) 9.55 2020-01-09 4 D 0 53643 D 2027-10-02 Common Stock 53643 0 D Pursuant to that certain Agreement and Plan of Merger, dated August 8, 2019 (the "Merger Agreement") by and among Wolverine Intermediate Holding II Corporation ("Parent"), Wolverine Merger Corporation, and the Issuer, the Issuer became a wholly owned subsidiary of Parent upon consummation of the merger (the "Effective Time"). At the Effective Time, each share of the Issuer's Common Stock (including each restricted share) was automatically converted into the right to receive $11.05 in cash (the "Merger Consideration"). At the Effective Time, each Restricted Stock Unit, whether vested or unvested, became fully vested and non-forfeitable and converted into a right to receive an amount in cash equal to the Merger Consideration. At the Effective Time each Performance Share Unit ("PSU") was cancelled and converted into a fully vested right to receive a cash amount equal to the Merger Consideration multiplied by the Applicable Percentage (as that term is defined in the Merger Agreement) of the target number of shares of Common Stock underlying the PSUs. These options vest in three equal installments on September 30, 2018, 2019 and 2020. At the Effective Time, each Employee Stock Option, whether vested or unvested, automatically converted into the right to receive cash in the amount equal to the amount the Merger Consideration exceeds the exercise price per share of such Employee Stock Option. /s/ John G. Holland, Attorney-in-fact 2020-01-13