0001209191-19-041609.txt : 20190709
0001209191-19-041609.hdr.sgml : 20190709
20190709172940
ACCESSION NUMBER: 0001209191-19-041609
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 2
CONFORMED PERIOD OF REPORT: 20190709
FILED AS OF DATE: 20190709
DATE AS OF CHANGE: 20190709
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: GUPTA NARENDRA
CENTRAL INDEX KEY: 0000900635
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-33162
FILM NUMBER: 19947836
MAIL ADDRESS:
STREET 1: 100 EAST DAVIE STREET
CITY: RALEIGH
STATE: NC
ZIP: 27601
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: RED HAT INC
CENTRAL INDEX KEY: 0001087423
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROGRAMMING, DATA PROCESSING, ETC. [7370]
IRS NUMBER: 061364380
STATE OF INCORPORATION: DE
FISCAL YEAR END: 0228
BUSINESS ADDRESS:
STREET 1: 100 EAST DAVIE STREET
CITY: RALEIGH
STATE: NC
ZIP: 27601
BUSINESS PHONE: 9197543700
MAIL ADDRESS:
STREET 1: 100 EAST DAVIE STREET
CITY: RALEIGH
STATE: NC
ZIP: 27601
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2019-07-09
1
0001087423
RED HAT INC
RHT
0000900635
GUPTA NARENDRA
C/O RED HAT, INC.
100 EAST DAVIE STREET
RALEIGH
NC
27601
1
0
0
0
Common Stock
2019-07-09
4
D
0
7345
190.00
D
0
D
Deferred Stock Unit
2019-07-09
4
D
0
5250
D
Common Stock
5250
0
D
Deferred Stock Unit
2019-07-09
4
D
0
7190
D
Common Stock
7190
0
D
Deferred Stock Unit
2019-07-09
4
D
0
5542
D
Common Stock
5542
0
D
Deferred Stock Unit
2019-07-09
4
D
0
4066
D
Common Stock
4066
0
D
Deferred Stock Unit
2019-07-09
4
D
0
3849
D
Common Stock
3849
0
D
Deferred Stock Unit
2019-07-09
4
D
0
5042
D
Common Stock
5042
0
D
Deferred Stock Unit
2019-07-09
4
D
0
4559
D
Common Stock
4559
0
D
Deferred Stock Unit
2019-07-09
4
D
0
3103
D
Common Stock
3103
0
D
Deferred Stock Unit
2019-07-09
4
D
0
3435
D
Common Stock
3435
0
D
Deferred Stock Unit
2019-07-09
4
D
0
2538
D
Common Stock
2538
0
D
Deferred Stock Unit
2019-07-09
4
D
0
1710
D
Common Stock
1710
0
D
Pursuant to the Agreement and Plan of Merger dated as of October 28, 2018, by and among International Business Machines Corporation ("IBM"), Socrates Acquisition Corp. and Red Hat, common shares of Red Hat were disposed of for cash consideration of $190.00 per share.
Each deferred stock unit represents a right to receive one share of Red Hat common stock.
All Deferred Stock Units (DSUs) were canceled pursuant to the merger agreement for cash consideration of $190.00 per unit.
This DSU was granted on July 16, 2008 pursuant to Red Hat's Non-Employee Director Compensation Plan, in lieu of all or a portion of an annual grant of restricted stock, and vested on the first anniversary of the date of grant and would ordinarily have been settled in shares of Red Hat common stock upon termination of the Reporting Person's Board of Director service.
This DSU was granted on July 16, 2009 pursuant to Red Hat's Non-Employee Director Compensation Plan, in lieu of all or a portion of an annual grant of restricted stock, and vested on the first anniversary of the date of grant and would ordinarily have been settled in shares of Red Hat common stock upon termination of the Reporting Person's Board of Director service.
This DSU was granted on July 16, 2010 pursuant to Red Hat's Non-Employee Director Compensation Plan, in lieu of all or a portion of an annual grant of restricted stock, and vested on the first anniversary of the date of grant and would ordinarily have been settled in shares of Red Hat common stock upon termination of the Reporting Person's Board of Director service.
This DSU was granted on July 18, 2011 pursuant to Red Hat's Non-Employee Director Compensation Plan, in lieu of all or a portion of an annual grant of restricted stock, and vested on the first anniversary of the date of grant and would ordinarily have been settled in shares of Red Hat common stock upon termination of the Reporting Person's Board of Director service.
This DSU was granted on July 16, 2012 pursuant to Red Hat's Non-Employee Director Compensation Plan, in lieu of all or a portion of an annual grant of restricted stock, and vested on the first anniversary of the date of grant and would ordinarily have been settled in shares of Red Hat common stock upon termination of the Reporting Person's Board of Director service.
This DSU was granted on July 16, 2013 pursuant to Red Hat's Non-Employee Director Compensation Plan, in lieu of all or a portion of an annual grant of restricted stock, and vested on the first anniversary of the date of grant and would ordinarily have been settled in shares of Red Hat common stock upon termination of the Reporting Person's Board of Director service.
This DSU was granted on July 16, 2014 pursuant to Red Hat's Non-Employee Director Compensation Plan, in lieu of all or a portion of an annual grant of restricted stock, and vested on the first anniversary of the date of grant and would ordinarily have been settled in shares of Red Hat common stock upon termination of the Reporting Person's Board of Director service.
This DSU was granted on July 16, 2015 pursuant to Red Hat's Non-Employee Director Compensation Plan, in lieu of all or a portion of an annual grant of restricted stock, and vested on the first anniversary of the date of grant and would ordinarily have been settled in shares of Red Hat common stock upon termination of the Reporting Person's Board of Director service.
This DSU was granted on July 18, 2016 pursuant to Red Hat's Non-Employee Director Compensation Plan, in lieu of all or a portion of an annual grant of restricted stock, and vested on the first anniversary of the date of grant and would ordinarily have been settled in shares of Red Hat common stock upon termination of the Reporting Person's Board of Director service.
This DSU was granted on July 17, 2017 pursuant to Red Hat's Non-Employee Director Compensation Plan, in lieu of all or a portion of an annual grant of restricted stock, and vested on the first anniversary of the date of grant and would ordinarily have been settled in shares of Red Hat common stock upon termination of the Reporting Person's Board of Director service.
Ths DSU was granted on July 16, 2018 pursuant to Red Hat's Non-Employee Director Compensation Plan, in lieu of all or a portion of an annual grant of restricted stock, and would ordinarily have vested on the first anniversary of the date of grant and settled in shares of Red Hat common stock upon termination of the Reporting Person's Board of Director service.
/s/Will Howard Atty in Fact UPOA
2019-07-09
EX-24.4_864566
2
poa.txt
POA DOCUMENT
POWER OF ATTORNEY
The undersigned hereby constitutes and appoints each of Brandon Asbill, Kevin
Smith, Jackie Dowling, Will Howard, Chelsea Smith and Amanda Newby signing
singly, the undersigned's true and lawful attorney-in-fact to:
1. Execute for and on behalf of the undersigned, in the undersigned's capacity
as an officer and/or director of Red Hat, Inc. (the "Company"), Forms 3, 4 and 5
pursuant to Section 16(a) of the Securities Exchange Act of 1934 and the rules
thereunder;
2. Do and perform all acts for and on behalf of the undersigned which may be
necessary or desirable to complete and execute such Form 3, 4 or 5, complete and
execute any amendment or amendments thereto, and timely file such form or
amendments with the United States Securities and Exchange Commission and any
stock exchange or similar authority; and
3. Take any other action of any type whatsoever in connection with the foregoing
which, in the opinion of such attorney-in-fact, may be of benefit to, in the
best interest of, or legally required by, the undersigned, it being understood
that the documents executed by such attorney-in-fact on behalf of the
undersigned pursuant to this Power of Attorney shall be in such form and shall
contain such terms and conditions as such attorney-in-fact may approve in such
attorney-in-fact's discretion.
The undersigned hereby grants to each such attorney-in-fact full power and
authority to do and perform any and every act and thing whatsoever requisite,
necessary, or proper to be done in the exercise of any of the rights and powers
herein granted, as fully to all intents and purposes as the undersigned might or
could do if personally present, with full power of substitution or revocation,
hereby ratifying and confirming all that such attorney-in-fact, or such
attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be
done by virtue of this power of attorney and the rights and powers herein
granted. The undersigned acknowledges that the foregoing attorneys-in-fact, in
serving in such capacity at the request of the undersigned, are not assuming,
nor is the Company assuming, any of the undersigned's responsibilities to comply
with Section 16 of the Securities Exchange Act of 1934.
This Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file Forms 3, 4 and 5 with respect to the
undersigned's holdings of and transactions in securities issued by the Company,
unless earlier revoked by the undersigned in a signed writing delivered to the
foregoing attorneys-in-fact.
IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be
executed as of this 8 day of August, 2018.
Signature: /s/ Narendra Gupta
Printed Name: Narendra Gupta