Richard W. Rew II - Jul 14, 2021 Form 4 Insider Report for LUMINEX CORP (LMNX)

Role
SVP, Gen Counsel & Corp Secy
Signature
/S/ HARRISS T.CURRIE AS ATTORNEY-IN-FACT FOR RICHARD W. REW II
Stock symbol
LMNX
Transactions as of
Jul 14, 2021
Transactions value $
-$6,472,646
Form type
4
Date filed
7/15/2021, 03:58 PM
Next filing
Oct 14, 2021

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction LMNX Common Stock Disposed to Issuer -$744K -20.1K -42.24% $37.00 27.5K Jul 14, 2021 Direct F1, F2
transaction LMNX Common Stock Disposed to Issuer -$1.02M -27.5K -100% $37.00 0 Jul 14, 2021 Direct F3

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction LMNX Stock Option (Right To Buy) Disposed to Issuer -$178K -11.2K -100% $15.93 0 Jul 14, 2021 Common Stock 11.2K $15.93 Direct F4
transaction LMNX Stock Option (Right To Buy) Disposed to Issuer -$333K -17.4K -100% $19.13 0 Jul 14, 2021 Common Stock 17.4K $19.13 Direct F4
transaction LMNX Stock Option (Right To Buy) Disposed to Issuer -$556K -29.1K -100% $19.13 0 Jul 14, 2021 Common Stock 29.1K $19.13 Direct F4
transaction LMNX Stock Option (Right To Buy) Disposed to Issuer -$1.06M -58.6K -100% $18.04 0 Jul 14, 2021 Common Stock 58.6K $18.04 Direct F4
transaction LMNX Stock Option (Right To Buy) Disposed to Issuer -$565K -25.7K -100% $21.98 0 Jul 14, 2021 Common Stock 25.7K $21.98 Direct F4
transaction LMNX Stock Option (Right To Buy) Disposed to Issuer -$488K -20K -100% $24.43 0 Jul 14, 2021 Common Stock 20K $24.43 Direct F4
transaction LMNX Stock Option (Right To Buy) Disposed to Issuer -$1.54M -66.5K -100% $23.09 0 Jul 14, 2021 Common Stock 66.5K $23.09 Direct F4
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Richard W. Rew II is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id Content
F1 Disposed of pursuant to the Agreement and Plan of Merger, by and among DiaSorin S.p.A., Diagonal Subsidiary Inc. and Luminex Corporation (the "Issuer"), dated April 11, 2021 (the "Merger Agreement"), whereby each outstanding share of the Issuer's common stock was cancelled at the effective time (the "Effective Time") of the merger (the "Merger") and converted into the right to receive a cash payment of $37.00 per share.
F2 This amount includes 290 shares obtained under the Luminex Corporation Employee Stock Purchase Plan on May 31, 2021, and 14 shares acquired from the Reporting Person's brokerage Dividend Reinvestment Plan as follows: 7 shares on April 15, 2021 and 7 shares on July 8, 2021.
F3 Disposed of pursuant to the Merger Agreement, whereby unvested shares of restricted stock which were outstanding as of immediately prior to the Effective Time fully vested and became unrestricted common stock, and each such share of common stock that was outstanding immediately prior to the Effective Time was canceled at the Effective Time, in exchange for cash payments in the amount of $37.00 per share (without interest and subject to deduction for any required withholding taxes).
F4 Disposed of pursuant to the Merger Agreement, whereby each stock option outstanding as of immediately prior to the Effective Time fully vested and was cancelled at the Effective Time and converted into the right to receive a total amount in cash, equal to the product of (x) the excess, if any, of $37.00 over the exercise price per share of each stock option (without interest and subject to deduction for any required withholding taxes) and (y) the number of shares underlying such stock option. If the amount that could have been obtained upon the exercise of the stock option pursuant to the foregoing is equal to or less than zero, then the option was terminated without payment.