FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). |
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
DELTEK, INC [ PROJ ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 10/10/2012 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction 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 | 10/10/2012 | D(1)(5) | 78,995 | D | $13(1) | 0 | D |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction 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 (Month/Day/Year) | 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: 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 | ||||||||
Option (right) to buy Common Stock | $9 | 10/10/2012 | D(2) | 37,700 | (3) | 06/01/2016 | Common Stock | 37,700 | $4 | 0 | D | ||||
Option (right) to buy Common Stock | $11.48 | 10/10/2012 | D(2) | 10,535 | (3) | 12/03/2016 | Common Stock | 10,535 | $1.52 | 0 | D | ||||
Option (right) to buy Common Stock | $12.24 | 10/10/2012 | D(2) | 7,500 | (4) | 01/18/2017 | Common Stock | 7,500 | $0.76 | 0 | D | ||||
Option (right) to buy Common Stock | $4.86 | 10/10/2012 | D(2) | 7,500 | 01/02/2010 | 01/01/2019 | Common Stock | 7,500 | $8.14 | 0 | D | ||||
Option (right) to buy Common Stock | $3.7 | 10/10/2012 | D(2) | 2,500 | 05/04/2010 | 05/03/2019 | Common Stock | 2,500 | $9.3 | 0 | D | ||||
Option (right) to buy Common Stock | $8.27 | 10/10/2012 | D(2) | 10,000 | 01/04/2011 | 01/03/2020 | Common Stock | 10,000 | $4.73 | 0 | D | ||||
Option (right) to buy Common Stock | $7.38 | 10/10/2012 | D(2) | 10,000 | 01/03/2012 | 01/02/2021 | Common Stock | 10,000 | $5.62 | 0 | D |
Explanation of Responses: |
1. Disposition pursuant to the Agreement and Plan of Merger, dated August 26, 2012, by and among the Issuer, Project Diamond Holdings Corporation and Project Diamond Merger Corp. ("Merger Sub"), providing for the merger (the "Merger") of Merger Sub with and into the Issuer efective as of October 10, 2012 pursuant to which the shares were cancelled and converted into the right to receive a cash payment equal to $13.00 per share. |
2. Each stock option that was outstanding immediately prior to the effective time of the Merger, whether or not vested, was cancelled and converted into the right to receive, withour interest and less applicable withholding taxes, an amount in cash equal to $13.00 (the per share merger consideration) per share of common stock subject to the option over the per share exercise price. |
3. These options vested in four equal annual installments commencing on June 2, 2007. |
4. These options vested in four equal annual installments commencing on January 19, 2008. |
5. Includes outstanding restricted shares which became fully vested at the effective time of the Merger and were converted in the right to receive, without interest and less applicable withholding taxes, an amount equal to $13.00 (the per share merger consideration) per share. |
Remarks: |
Salman Ahmad, Attorney-in-Fact for Joseph M. Kampf | 10/11/2012 | |
** 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 Number. |