0000899243-17-023602.txt : 20171004 0000899243-17-023602.hdr.sgml : 20171004 20171004200112 ACCESSION NUMBER: 0000899243-17-023602 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20170929 FILED AS OF DATE: 20171004 DATE AS OF CHANGE: 20171004 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: BATT DOUGLAS A CENTRAL INDEX KEY: 0001211150 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-21244 FILM NUMBER: 171123041 MAIL ADDRESS: STREET 1: C/O CONCORD COMMUNICATIONS STREET 2: 600 NICKERSON RD CITY: MARLBORO STATE: MA ZIP: 01752 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: PAREXEL INTERNATIONAL CORP CENTRAL INDEX KEY: 0000799729 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMMERCIAL PHYSICAL & BIOLOGICAL RESEARCH [8731] IRS NUMBER: 042776269 STATE OF INCORPORATION: MA FISCAL YEAR END: 0630 BUSINESS ADDRESS: STREET 1: 195 WEST ST CITY: WALTHAM STATE: MA ZIP: 02451 BUSINESS PHONE: 7814879900 MAIL ADDRESS: STREET 1: 195 WEST ST CITY: WALTHAM STATE: MA ZIP: 02451 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2017-09-29 1 0000799729 PAREXEL INTERNATIONAL CORP PRXL 0001211150 BATT DOUGLAS A C/O PAREXEL INTERNATIONAL CORPORATION 195 WEST STREET WALTHAM MA 02451 0 1 0 0 See Remarks Common Stock 2017-09-29 4 D 0 60430 D 0 D Stock Options (Right to Buy) 21.97 2017-09-29 4 U 0 22200 66.13 D 2018-09-15 Common Stock 22200 0 D Stock Options (Right to Buy) 66.58 2017-09-29 4 U 0 11400 21.52 D 2023-09-09 Common Stock 11400 0 D Stock Options (Right to Buy) 20.26 2017-09-29 4 U 0 22600 67.84 D 2019-09-21 Common Stock 22600 0 D Stock Options (Right to Buy) 30.64 2017-09-29 4 U 0 14800 57.46 D 2020-09-19 Common Stock 14800 0 D Stock Options (Right to Buy) 48.69 2017-09-29 4 U 0 9900 39.41 D 2021-09-11 Common Stock 9900 0 D Stock Options (Right to Buy) 57.93 2017-09-29 4 U 0 11100 30.17 D 2022-09-10 Common Stock 11100 0 D Stock Options (Right to Buy) 67.00 2017-09-29 4 U 0 6600 14.10 D 2024-09-14 Common Stock 6600 0 D Restricted Stock Units 0.00 2017-09-29 4 U 0 2200 88.10 A 2017-09-10 2017-12-31 Common Stock 2200 2500 D Restricted Stock Units 0.00 2017-09-29 4 U 0 2500 88.10 D 2017-09-10 2017-12-31 Common Stock 2500 0 D Restricted Stock Units 0.00 2017-09-29 4 U 0 1497 88.10 A 2017-12-31 Common Stock 1497 1900 D Restricted Stock Units 0.00 2017-09-29 4 U 0 1900 88.10 D 2017-09-10 2017-12-31 Common Stock 1900 0 D Restricted Stock Units 0.00 2017-09-29 4 U 0 3490 88.10 A 2017-12-31 Common Stock 3490 3900 D Restricted Stock Units 0.00 2017-09-29 4 U 0 3900 88.10 D 2018-12-31 Common Stock 3900 0 D Restricted Stock Units 0.00 2017-09-29 4 U 0 1100 88.10 A 2017-09-10 2017-12-31 Common Stock 1100 0 D Restricted Stock Units 0.00 2017-09-29 4 U 0 1100 88.10 D 2017-09-10 2017-12-31 Common Stock 1100 0 D Disposed of pursuant to the Agreement and Plan of Merger by and among PAREXEL International Corporation, West Street Parent, LLC and West Street Merger Sub, Inc., dated June 19, 2017 (the "Merger Agreement"), whereby, at the effective time of the merger contemplated therein (the "Effective Time"), all issued and outstanding shares of the Issuer's common stock were automatically cancelled and converted into the right to receive $88.10 per share in cash without interest (the "Merger Consideration"). Pursuant to the terms of the Agreement and Plan of Merger by and among PAREXEL International Corporation, West Street Parent, LLC and West Street Merger Sub, Inc., dated June 19, 2017, each Company Stock Option, whether or not vested or exercisable, automatically converted into the right to receive an amount in cash equal to the product obtained by multiplying (i) the excess of the Merger Consideration over the per share exercise price of such Company Stock Option, by (ii) the aggregate number of shares of Company Common Stock issuable upon exercise of settlement of such Company Stock Option prior to the Effective Time. Options become exercisable in increments of 25% of the total shares granted, which commenced on the first anniversary of 09/15/2010. Options become exercisable in increments of 25% of the total shares granted, which commenced on the first anniversary of 09/09/2015. Options become exercisable in increments of 25% of the total shares granted, which commenced on the first anniversary of 09/21/2011. Options become exercisable in increments of 25% of the total shares granted, which commenced on the first anniversary of 09/19/2012. Options become exercisable in increments of 25% of the total shares granted, which commenced on the first anniversary of 09/11/2013. Options become exercisable in increments of 25% of the total shares granted, which commenced on the first anniversary of 09/10/2014. Options become exercisable in increments of 25% of the total shares granted, which commenced on the first anniversary of 09/14/2016. Pursuant to the terms of the Merger Agreement, immediately prior to the Effective Time, each Company RSU Award, whether or not vested, was assumed by West Street Parent, LLC or the Company, cancelled and exchanged for the right to receive an amount in cash equal to the product obtained by multiplying (i) the aggregate number of shares of Company Common Stock subject to such award by (ii) the Merger Consideration. These restricted stock units were to vest in full on September 9, 2018. Senior Vice President, General Counsel and Secretary /s/ Douglas A. Batt 2017-10-04