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LAYN Layne Christensen Company (delisted)

15.41
0.00 (0.00%)
14 Jun 2024 - Closed
Delayed by 15 minutes
Share Name Share Symbol Market Type
Layne Christensen Company (delisted) NASDAQ:LAYN NASDAQ Common Stock
  Price Change % Change Share Price Bid Price Offer Price High Price Low Price Open Price Shares Traded Last Trade
  0.00 0.00% 15.41 13.60 17.74 0 01:00:00

Statement of Changes in Beneficial Ownership (4)

14/06/2018 11:02pm

Edgar (US Regulatory)


FORM 4
[ X ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response...
0.5
                      
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

GILMORE ROBERT R
2. Issuer Name and Ticker or Trading Symbol

LAYNE CHRISTENSEN CO [ LAYN ]
5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

__ X __ Director                      _____ 10% Owner
_____ Officer (give title below)      _____ Other (specify below)
(Last)          (First)          (Middle)

1800 HUGHES LANDING BLVD., SUITE 800
3. Date of Earliest Transaction (MM/DD/YYYY)

6/14/2018
(Street)

THE WOODLANDS, TX 77380
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
6. Individual or Joint/Group Filing (Check Applicable Line)

_ X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock   6/14/2018     D    22962   D   (1) 0   D    

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
6. Date Exercisable and Expiration Date 7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Phantom Stock Units     (2) 6/14/2018     D         279.36      (2)   (2) Common Stock   279.36     (2) 0   D    
Stock Option (right to buy)     (3) 6/14/2018     D         3000      (3)   (3) Common Stock   3000     (3) 0   D    
Stock Option (right to buy)     (3) 6/14/2018     D         1309      (3)   (3) Common Stock   1309     (3) 0   D    
Stock Option (right to buy)     (3) 6/14/2018     D         706      (3)   (3) Common Stock   706     (3) 0   D    
Stock Option (right to buy)     (3) 6/14/2018     D         2721      (3)   (3) Common Stock   2721     (3) 0   D    
Stock Option (right to buy)     (4) 6/14/2018     D         14937      (4)   (4) Common Stock   14937     (4) 0   D    
Restricted Stock Units     (5) 6/14/2018     D         5650      (5)   (5) Common Stock   5650     (5) 0   D    

Explanation of Responses:
(1)  Disposed of pursuant to merger agreement between issuer and Granite Construction Incorporated ("Granite") in exchange for 6,199.74 shares of Granite common stock having a market value of $58.11 per share on the effective date of the merger.
(2)  These Phantom Stock Units were accrued under the Layne Christensen Company Deferred Compensation Plan for Directors and were canceled in the merger in exchange for a cash payment of $4,353.87.
(3)  This option was canceled in the merger without consideration.
(4)  This option was canceled in the merger in exchange for a cash payment of $127,829.35, representing the difference between the exercise price of the option and the market value of the underlying Layne common stock on the effective date of the merger ($15.5979 per share).
(5)  These restricted stock units were canceled in the merger in exchange for a cash payment of $88,128.14.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
GILMORE ROBERT R
1800 HUGHES LANDING BLVD.
SUITE 800
THE WOODLANDS, TX 77380
X



Signatures
/s/Steven F. Crooke, Attorney-in-Fact for Robert R. Gilmore 6/14/2018
** Signature of Reporting Person Date


Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.

1 Year Layne Christensen Company (delisted) Chart

1 Year Layne Christensen Company (delisted) Chart

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1 Month Layne Christensen Company (delisted) Chart

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