0001562180-20-007383.txt : 20201221 0001562180-20-007383.hdr.sgml : 20201221 20201221122042 ACCESSION NUMBER: 0001562180-20-007383 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20201221 FILED AS OF DATE: 20201221 DATE AS OF CHANGE: 20201221 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: FREELAND JAY CENTRAL INDEX KEY: 0001309153 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-20206 FILM NUMBER: 201403256 MAIL ADDRESS: STREET 1: 125 TECHNOLOGY PARK CITY: LAKE MARY STATE: FL ZIP: 32746 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: PERCEPTRON INC/MI CENTRAL INDEX KEY: 0000887226 STANDARD INDUSTRIAL CLASSIFICATION: OPTICAL INSTRUMENTS & LENSES [3827] IRS NUMBER: 382381442 STATE OF INCORPORATION: MI FISCAL YEAR END: 0630 BUSINESS ADDRESS: STREET 1: 47827 HALYARD DRIVE CITY: PLYMOUTH STATE: MI ZIP: 48170-2461 BUSINESS PHONE: 734-414-4816 MAIL ADDRESS: STREET 1: 47827 HALYARD DRIVE CITY: PLYMOUTH STATE: MI ZIP: 48170-2461 4 1 primarydocument.xml PRIMARY DOCUMENT X0306 4 2020-12-21 true 0000887226 PERCEPTRON INC/MI PRCP 0001309153 FREELAND JAY 47827 HALYARD DRIVE PLYMOUTH MI 48170 true true false false Chairman, Interim Pres & CEO Common Stock 2020-12-21 4 D false 51293.00 7.00 D 0.00 D Director Stock Option (Right to Buy) 8.28 2020-12-21 4 D false 8000.00 D 2029-01-02 Common Stock 8000.00 0.00 D Employee Stock Option (Right to Buy) 4.50 2020-12-21 4 D false 25000.00 D 2029-12-02 Common Stock 25000.00 0.00 D Disposed of pursuant to the Agreement and Plan of Merger (the "Merger Agreement") between the Issuer, Atlas Copco North America LLC and Odyssey Acquisition Corp. for $7.00 per share in cash on the effective date of the merger. This option, which provided for vesting in three equal annual installments beginning January 2, 2020, was cancelled pursuant to the Merger Agreement without payment of any consideration because the exercise price was greater than the $7.00 per share merger consideration. This option, which provided for vesting (i) 50% on December 2, 2020, (ii) 25% on December 2, 2021 and (iii) 25% on December 2, 2022, was cancelled pursuant to the Merger Agreement and converted into the right to receive an amount in cash equal to (i) the difference between the $7.00 per share merger consideration and the exercise price of such stock option multiplied by (ii) the number of shares subject to such stock option. /s/Bill Roeschlein on behalf of Jay W. Freeland 2020-12-21