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Share Name | Share Symbol | Market | Type |
---|---|---|---|
First Mercury Financial Corp | NYSE:FMR | NYSE | Ordinary Share |
Price Change | % Change | Share Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|
0.00 | 0.00% | 16.50 | 0.00 | 01:00:00 |
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
|
OMB APPROVAL
OMB Number: 3235-0287 Expires: February 28, 2011 Estimated average burden hours per response... 0.5 |
|
Utility Holding Company Act of 1935 or Section 30(f) of the Investment Company Act of 1940 |
|
1. Name and Address of Reporting Person
*
Camp Elisha Edward |
2. Issuer Name
and
Ticker or Trading Symbol
FIRST MERCURY FINANCIAL CORP [ FMR ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner __ X __ Officer (give title below) _____ Other (specify below) EVP, Chief Underwriting Office |
29110 INKSTER ROAD |
3. Date of Earliest Transaction
(MM/DD/YYYY)
|
|
SOUTHFIELD, MI 48034 |
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 | 2/9/2011 | D | 71000 | 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 | ||||||||
Stock Option (right to buy) | $13.01 | 2/9/2011 | D | 6000 | (2) | (2) | Common Stock | 6000 | (2) | 0 | D | ||||
Stock Option (right to buy) | $17.32 | 2/9/2011 | D | 15000 | (2) | (2) | Common Stock | 15000 | (2) | 0 | D | ||||
Stock Option (right to buy) | $20.75 | 2/9/2011 | D | 6000 | (2) | (2) | Common Stock | 6000 | (2) | 0 | D | ||||
Stock Option (right to buy) | $17.00 | 2/9/2011 | D | 10000 | (2) | (2) | Common Stock | 10000 | (2) | 0 | D |
Explanation of Responses: | |
( 1) | Disposed of pursuant to the Agreement and Plan of Merger, dated as of October 28, 2010, among Fairfax, Merger Sub and First Mercury Financial Corporation, as amended on December 30, 2010 (the "Merger Agreement") under which First Mercury Financial Corporation completed its merger (the "Merger") with Fairfax Investments III USA Corp. ("Merger Sub"), a Delaware corporation and an indirect wholly-owned subsidiary of Fairfax Financial Holdings Limited, a Canadian corporation ("Fairfax"). In the Merger, each share of common stock (other than shares held by Fairfax, shares held by First Mercury Financial Corporation in treasury, or any of their respective subsidiaries, shares with respect to which appraisal rights were properly exercised under Delaware law and shares of First Mercury Financial Corporation's restricted stock), was cancelled and automatically converted into the right to receive $16.50 per share in cash, without interest. |
( 2) | This option was cancelled in the Merger and pursuant to the Merger, the option will receive a per share amount in cash equal to the excess, if any, of the per share merger consideration ($16.50) over the exercise price of the stock option. Options with an exercise price that is equal to or greater than $16.50 per share were cancelled and received no consideration in the Merger. |
Reporting Owners
|
|||||
Reporting Owner Name / Address |
|
||||
Director | 10% Owner | Officer | Other | ||
Camp Elisha Edward
29110 INKSTER ROAD SOUTHFIELD, MI 48034 |
|
|
EVP, Chief Underwriting Office |
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Signatures
|
||
/s/ John A. Marazza, as Attorney in Fact | 2/10/2011 | |
** 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 First Mercury Financial Corp Chart |
1 Month First Mercury Financial Corp Chart |
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