0001209191-19-062059.txt : 20191230 0001209191-19-062059.hdr.sgml : 20191230 20191230104828 ACCESSION NUMBER: 0001209191-19-062059 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20191230 FILED AS OF DATE: 20191230 DATE AS OF CHANGE: 20191230 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: SILVESTRO FRANK B CENTRAL INDEX KEY: 0000933329 STATE OF INCORPORATION: NY FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-09065 FILM NUMBER: 191315310 MAIL ADDRESS: STREET 2: 368 PLEASANTVIEW DRIVE CITY: LANCASTER STATE: NY ZIP: 14086 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: ECOLOGY & ENVIRONMENT INC CENTRAL INDEX KEY: 0000809933 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-ENGINEERING SERVICES [8711] IRS NUMBER: 160971022 STATE OF INCORPORATION: NY FISCAL YEAR END: 0731 BUSINESS ADDRESS: STREET 1: 368 PLEASANTVIEW DR CITY: LANCASTER STATE: NY ZIP: 14086 BUSINESS PHONE: 7166848060 MAIL ADDRESS: STREET 1: 368 PLEASANTVIEW DRIVE CITY: LANCASTER STATE: NY ZIP: 14086 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2019-12-30 0 0000809933 ECOLOGY & ENVIRONMENT INC EEI 0000933329 SILVESTRO FRANK B 368 PLEASANT VIEW DRIVE LANCASTER NY 14086 1 1 0 0 Executive Vice President Class B Common Stock 2019-12-30 4 D 0 292052 15.00 D 0 D Class A Common Stock 2019-12-30 4 D 0 4000 15.00 D 4000 D Class A Common Stock 2019-12-30 4 D 0 1000 15.00 D 0 I by spouse Reporting person is a party to an Agreement dated May 12, 1970 among Messrs. Gerhard J. Neumaier, Frank B. Silvestro, Gerald A. Strobel and Ronald L. Frank, whereby none of the shares subject to the Agreement may be sold without the seller first granting the others a right of first refusal. In addition, certain of the shares of Class B Common Stock owned by certain members of their families and a former spouse are subject to this right of first refusal. This is not an admission that the reporting person is the beneficial owner of the shares held in the name of others nor is this an admission that a majority of shares held by the reporting person are subject to the Agreement. Class B Common Stock is convertible one-for-one into Class A Common Stock On August 28, 2019 the Issuer entered into an Agreement and Plan of Merger (the"Merger Agreement")with WSP Global inc., a Canadian corporation (the "Parent") and Everest Acquisition Corp., a New York corporation and a direct subsidiary of the Parent) the "Merger Sub"). Pursuant to the terms of the Merger Agreement and the Merger (as defined in the Merger Agreement), each share of the Issuer's common stock (the "Company Common Stock") held by the Reporting Person was acquired, at a purchase price of $15.00 per share (the "Price Per Share") in cash The reporting person disclaims beneficial ownership of these securities owned by his wife Frank B. Silvestro 2019-12-20