0001225208-19-005445.txt : 20190318 0001225208-19-005445.hdr.sgml : 20190318 20190318205648 ACCESSION NUMBER: 0001225208-19-005445 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20190314 FILED AS OF DATE: 20190318 DATE AS OF CHANGE: 20190318 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Nolan Stephen M CENTRAL INDEX KEY: 0001580172 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-06357 FILM NUMBER: 19689994 MAIL ADDRESS: STREET 1: 1300 WILSON BOULEVARD STREET 2: SUITE 400 CITY: ARLINGTON STATE: VA ZIP: 22209 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: ESTERLINE TECHNOLOGIES CORP CENTRAL INDEX KEY: 0000033619 STANDARD INDUSTRIAL CLASSIFICATION: INDUSTRIAL INSTRUMENTS FOR MEASUREMENT, DISPLAY, AND CONTROL [3823] IRS NUMBER: 132595091 STATE OF INCORPORATION: DE FISCAL YEAR END: 0930 BUSINESS ADDRESS: STREET 1: 500 - 108TH AVENUE NE STREET 2: SUITE 1500 CITY: BELLEVUE STATE: WA ZIP: 98004 BUSINESS PHONE: 4254539400 MAIL ADDRESS: STREET 1: 500 - 108TH AVENUE NE STREET 2: SUITE 1500 CITY: BELLEVUE STATE: WA ZIP: 98004 FORMER COMPANY: FORMER CONFORMED NAME: ESTERLINE CORP DATE OF NAME CHANGE: 19910317 FORMER COMPANY: FORMER CONFORMED NAME: BOYAR SCHULTZ INC DATE OF NAME CHANGE: 19671101 4 1 doc4.xml X0306 4 2019-03-14 1 0000033619 ESTERLINE TECHNOLOGIES CORP ESL 0001580172 Nolan Stephen M 500 108TH AVENUE NE, SUITE 1500 BELLEVUE WA 98004 1 Executive VP, CFO Employee Stock Option (Right to Buy) 69.7000 2019-03-14 4 D 0 21100.0000 D 2019-02-05 2028-02-05 Common Stock 21100.0000 0.0000 D Restricted Stock Units 0.0000 2019-03-14 4 D 0 6931.0000 D Common Stock 6931.0000 0.0000 D Restricted Stock Units 0.0000 2019-03-14 4 D 0 8450.0000 D 2021-02-05 2021-02-05 Common Stock 8450.0000 0.0000 D Pursuant to the terms of the Agreement and Plan of Merger, dated as of October 9, 2018, as amended (the "Merger Agreement"), by and among Esterline Technologies Corporation ("Issuer"), TransDigm Group Incorporated, and Thunderbird Merger Sub, Inc., each option to purchase shares of common stock of the Issuer, whether vested or unvested, was, as of the Effective Time (as defined in the Merger Agreement), cancelled and converted into the right to receive an amount in cash equal to the product obtained by multiplying (a) the amount by which $122.50 exceeds the per-share exercise price of such option, by (b) the total number of shares of Issuer common stock underlying such option. Pursuant to the Merger Agreement (a) 4,841 restricted stock units, were, as of the Effective Time, cancelled and converted into the right to receive an amount in cash equal to $122.50 for each share of Issuer common stock underlying such restricted stock units and (b) 2,090 restricted stock units were forfeited for no consideration. Pursuant to the Merger Agreement, each restricted stock unit award, whether vested or unvested, was, as of the Effective Time, cancelled and converted into the right to receive an amount in cash equal to the product obtained by multiplying (a) $122.50, by (b) the total number of shares of Issuer common stock underlying such award. Amy L. Watson, Attorney in Fact 2019-03-18