SEC Form 4
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)
| 2. Issuer Name and Ticker or Trading Symbol MINES MANAGEMENT INC [ MGN ] | 5. Relationship of Reporting Person(s) to Issuer (Check all applicable)
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3. Date of Earliest Transaction (Month/Day/Year) 09/13/2016 | ||||||||||||||||||||||||||
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 |
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 | ||||||||
Stock Options (Right to Buy) | $0.2 | 09/13/2016 | D | 25,000 | (1) | 07/18/2017 | Common Stock | 25,000 | (10)(11) | 0 | D | ||||
Stock Options (Right to Buy) | $0.2 | 09/13/2016 | D | 25,000 | (2) | 02/19/2018 | Common Stock | 25,000 | (10)(12) | 0 | D | ||||
Stock Options (Right to Buy) | $0.57 | 09/13/2016 | D | 40,000 | (3) | 12/31/2018 | Common Stock | 40,000 | (10)(13) | 0 | D | ||||
Stock Options (Right to Buy) | $0.57 | 09/13/2016 | D | 60,000 | (4) | 06/01/2019 | Common Stock | 60,000 | (10)(14) | 0 | D | ||||
Stock Options (Right to Buy) | $0.91 | 09/13/2016 | D | 25,000 | (5) | 11/30/2019 | Common Stock | 25,000 | (10)(15) | 0 | D | ||||
Stock Options (Right to Buy) | $0.91 | 09/13/2016 | D | 25,000 | (6) | 04/15/2020 | Common Stock | 25,000 | (10)(16) | 0 | D | ||||
Stock Options (Right to Buy) | $0.54 | 09/13/2016 | D | 25,000 | (7) | 04/01/2020 | Common Stock | 25,000 | (10)(17) | 0 | D | ||||
Stock Options (Right to Buy) | $0.54 | 09/13/2016 | D | 25,000 | (8) | 02/12/2021 | Common Stock | 25,000 | (10)(18) | 0 | D | ||||
Stock Options (Right to Buy) | $0.28 | 09/13/2016 | D | 60,000 | (9) | 02/12/2021 | Common Stock | 60,000 | (10)(19) | 0 | D |
Explanation of Responses: |
1. The option was granted on July 18, 2012 and vested 100% on July 18, 2012. |
2. The option was granted on February 19, 2013 and vested 100% on February 19, 2013. |
3. The option was granted on July 19, 2013 and vested 100% on December 31, 2013. |
4. The option was granted on July 19, 2013 and vested 100% on June 1, 2014. |
5. The option was granted on June 11, 2014 and vested 100% on November 30, 2014. |
6. The option was granted on June 11, 2014 and vested 100% on April 15, 2015. |
7. The option was granted on December 12, 2014 and vested 100% on April 1, 2015. |
8. The option was granted on December 12, 2014 and vested 100% on February 12, 2016. |
9. The option was granted on October 27, 2015 and vested 100% on February 12, 2016. |
10. The option was cancelled in connection with the Agreement and Plan of Merger, dated as of May 23, 2016, as amended on June 29, 2016 and July 29, 2016, among Mines Management, Inc. ("Mines Management"), Hecla Mining Company ("Hecla"), and HL Idaho Corp. ("Merger Sub"), whereby Merger Sub was merged with and into Mines Management (the "Merger"). The option was cancelled in consideration for shares of Hecla common stock (with cash being paid in lieu of fractional shares) representing the value equal to the difference between (x) the product of 0.2218 and the closing price of Hecla common stock on the date prior to the effective date of the Merger and (y) the option exercise price. The closing price of Hecla common stock on September 13, 2016, the effective date of the Merger, was $5.40. |
11. The Hecla common stock issued had a value of $27,105.55. |
12. The Hecla common stock issued had a value of $27,105.55. |
13. The Hecla common stock issued had a value of $28,568.88. |
14. The Hecla common stock issued had a value of $42,853.32. |
15. The Hecla common stock issued had a value of $9,355.55. |
16. The Hecla common stock issued had a value of $9,355.55. |
17. The Hecla common stock issued had a value of $18,605.55. |
18. The Hecla common stock issued had a value of $18,605.55. |
19. The Hecla common stock issued had a value of $60,253.32. |
/s/ Glenn M. Dobbs for Jerry Pogue Pursuant to Power of Attorney | 09/13/2016 | |
** 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. |