0001181431-14-005291.txt : 20140205 0001181431-14-005291.hdr.sgml : 20140205 20140205175411 ACCESSION NUMBER: 0001181431-14-005291 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20140204 FILED AS OF DATE: 20140205 DATE AS OF CHANGE: 20140205 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: VALASSIS COMMUNICATIONS INC CENTRAL INDEX KEY: 0000883293 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-ADVERTISING [7310] IRS NUMBER: 382760940 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 19975 VICTOR PARKWAY CITY: LIVONIA STATE: MI ZIP: 48152 BUSINESS PHONE: 3135913000 MAIL ADDRESS: STREET 1: 19975 VICTOR PARKWAY CITY: LIVONIA STATE: MI ZIP: 48152 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Goolsby Ronald CENTRAL INDEX KEY: 0001508442 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-10991 FILM NUMBER: 14577283 MAIL ADDRESS: STREET 1: C/O VALASSIS COMMUNICATIONS, INC. STREET 2: 19975 VICTOR PARKWAY CITY: LIVONIA STATE: MI ZIP: 48152 4 1 rrd401471.xml FEBRUARY 4, 2014 OPTIONS X0306 4 2014-02-04 0 0000883293 VALASSIS COMMUNICATIONS INC VCI 0001508442 Goolsby Ronald 19975 VICTOR PARKWAY LIVONIA MI 48167 0 1 0 0 Chief Operating Officer Common Stock 2014-02-04 4 U 0 53845 34.04 D 28332 D Common Stock 2014-02-04 4 D 0 28332 34.04 D 0 D Common Stock 2014-02-04 4 U 0 1594 34.04 D 0 I By Valassis Employees' Retirement Savings Plan Employee Stock Option (Right to Buy) 1.32 2014-02-04 4 D 0 7000 32.72 D 2019-01-01 Common Stock 7000 0 D Employee Stock Option (Right to Buy) 1.79 2014-02-04 4 D 0 200 32.25 D 2019-01-09 Common Stock 200 0 D Employee Stock Option (Right to Buy) 6.30 2014-02-04 4 D 0 1000 27.74 D 2019-07-14 Common Stock 1000 0 D Employee Stock Option (Right to Buy) 10.96 2014-02-04 4 D 0 4500 23.08 D 2017-08-01 Common Stock 4500 0 D Employee Stock Option (Right to Buy) 11.69 2014-02-04 4 D 0 10000 22.35 D 2018-01-01 Common Stock 10000 0 D Employee Stock Option (Right to Buy) 14.50 2014-02-04 4 D 0 3000 19.54 D 2017-01-01 Common Stock 3000 0 D Employee Stock Option (Right to Buy) 16.63 2014-02-04 4 D 0 2000 17.41 D 2017-03-02 Common Stock 2000 0 D Employee Stock Option (Right to Buy) 18.26 2014-02-04 4 D 0 30000 15.78 D 2020-01-01 Common Stock 30000 0 D Employee Stock Option (Right to Buy) 21.90 2014-02-04 4 D 0 15000 12.14 D 2018-12-05 Common Stock 15000 0 D Employee Stock Option (Right to Buy) 27.17 2014-02-04 4 D 0 20000 6.87 D 2019-12-12 Common Stock 20000 0 D Employee Stock Option (Right to Buy) 34.54 2014-02-04 4 D 0 3000 0 D 2014-12-07 Common Stock 3000 0 D Employee Stock Option (Right to Buy) 34.81 2014-02-04 4 D 0 25000 0 D 2017-12-14 Common Stock 25000 0 D Per the terms of the Merger Agreement by and among Valassis Communications, Inc., Harland Clarke Holdings Corp. and V Acquisition Sub, Inc., dated as of December 17, 2013, each stock option that was outstanding and unexercised immediately prior to the Effective Time (as defined in the Merger Agreement), whether or not vested, was cancelled in consideration for the right to receive cash in an amount equal to the product of (i) the total number of shares subject to each such option immediately prior to the Effective Time and (ii) the excess, if any, of (x) $34.04 over (y) the exercise price per share subject to such stock option. Linda J. Schalek, by Power of Attorney 2014-02-05