DEPOMED, INC.
|
(Name of Registrant as Specified in Its Charter)
|
STARBOARD VALUE LP
STARBOARD VALUE AND OPPORTUNITY MASTER FUND LTD
STARBOARD VALUE AND OPPORTUNITY S LLC
STARBOARD VALUE AND OPPORTUNITY C LP
STARBOARD VALUE GP LLC
STARBOARD PRINCIPAL CO LP
STARBOARD PRINCIPAL CO GP LLC
STARBOARD VALUE R LP
STARBOARD VALUE R GP LLC
JEFFREY C. SMITH
MARK R. MITCHELL
PETER A. FELD
JOHN J. DELUCCA
JAMES P. FOGARTY
PETER A. LANKAU
GAVIN T. MOLINELLI
MARY K. PENDERGAST
ROBERT G. SAVAGE
JAMES L. TYREE
|
(Name of Persons(s) Filing Proxy Statement, if Other Than the Registrant)
|
|
(3)
|
Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (set forth the amount on which the filing fee is calculated and state how it was determined):
|
|
1.
|
to remove from office, without cause, the six (6) members of the current Board, constituting the entire current Board, Peter D. Staple, Karen A. Dawes, Louis J. Lavigne, Jr., Samuel R. Saks, James A. Schoeneck and David B. Zenoff, as well as any person or persons elected or appointed to the Board without shareholder approval after Depomed’s 2016 Annual Meeting of Shareholders, and up to and including the date of the Special Meeting, each such removal to become effective upon the election of each successor by the shareholders of the Company;
|
|
2.
|
in the event that the Board is fixed at some size other than six (6) members as of the date of the Special Meeting, that Section 16 of the Bylaws be amended to fix the size of the Board at six (6) members;
|
|
3.
|
to elect the following six (6) individuals to serve as directors on the Board, contingent on Proposal 1 being passed, John J. Delucca, James P. Fogarty, Peter A. Lankau, Gavin T. Molinelli, Mary K. Pendergast, and Jeffrey C. Smith (each, a “Nominee” and, collectively, the “Nominees”); and
|
|
4.
|
to repeal any amendment or provision of the Bylaws adopted and approved by the Board that changes the Bylaws in any way from the version of the Bylaws adopted and approved by the Board on July 12, 2015 through the date of the Special Meeting, and that the section of the Bylaws entitled “AMENDMENT OF BYLAWS” be amended to eliminate the power of the Board to adopt, amend or repeal the Bylaws from the date of the Special Meeting through 120 days following such date as set forth in such section of the Bylaws (Proposals 1 through 4 above are collectively referred to as the “Proposals”).
|
|
·
|
On April 5, 2016, Depomed filed a preliminary proxy statement with the Securities and Exchange Commission (the “SEC”) in connection with the Annual Meeting, which included the Reincorporation Proposal.
|
|
·
|
On April 7, 2016, Starboard filed a Schedule 13D with the SEC disclosing combined beneficial and economic ownership interest in approximately 9.8% of the outstanding shares of Common Stock. In the Schedule 13D, Starboard stated that it was extremely troubled by the fact that management and the Board of Depomed were seeking to further entrench themselves and further suppress shareholder rights under the guise of the Reincorporation Proposal. Starboard also questioned why Depomed failed to disclose important features of the Reincorporation Proposal that would severely limit certain shareholder rights in the section of the Preliminary Proxy detailing the specifics of the Reincorporation Proposal and instead included these provisions in appendices at the end of the Preliminary Proxy.
|
|
·
|
On April 8, 2016, Starboard delivered a letter to Jim Schoeneck, President and Chief Executive Officer of the Company, expressing significant concerns regarding what it deems as serious corporate governance deficiencies, questionable capital allocation decisions, and egregious actions by the Board to stymie strategic interest. In the letter, Starboard also confirmed that it would shortly commence the process to call a Special Meeting to preserve Starboard’s rights to seek the removal and replacement of the current Board.
|
|
·
|
On April 8, 2016, Starboard submitted to Depomed the documentation required under the Bylaws to request that the Board set a record date for determining the shareholders entitled to call a special meeting, to begin the process for calling the Special Meeting to consider the following proposals: (i) to remove from office the six (6) members of the current Board, as well as any person appointed to the Board without shareholder approval up to and including the date of a special meeting; (ii) to fix the number of members of the Board at six (6); (iii) if the current Board is removed, to submit Peter A. Feld, James P. Fogarty, Mark R. Mitchell, Gavin T. Molinelli, Jeffrey C. Smith and Patrick Sullivan for election to the Board by shareholders to fill the existing vacancies; and (iv) to repeal any amendment or provision of the Bylaws adopted by the Board that changes the Bylaws, and to amend the Bylaws to eliminate the power of the Board to adopt, amend or repeal the Bylaws from the date of the Special Meeting through 120 days following the date thereof.
|
|
·
|
On April 12, 2016, Starboard filed an amendment to its Schedule 13D with the SEC disclosing combined beneficial and economic ownership interest in approximately 9.9% of the outstanding shares of Common Stock.
|
|
·
|
On April 14, 2016, Depomed issued a press release announcing its decision not to pursue the Reincorporation Proposal.
|
|
·
|
On April 15, 2016, Starboard issued the following public statement in response to Depomed’s decision to withdraw its Reincorporation Proposal:
|
|
·
|
On April 25, 2016, Depomed issued a press release to announce that it has established the close of business on April 26, 2016 as the Request Record Date to determine shareholders entitled to request the Special Meeting of Shareholders proposed by Starboard. Depomed also sent a letter to Starboard on April 25, 2016 stating that it has amended its Shareholder Rights Plan to purportedly allow Starboard to immediately submit its request for a proposed Special Meeting without conducting a public solicitation.
|
|
·
|
On May 26, 2016, Starboard issued a press release and delivered a letter to Depomed shareholders announcing that it intends to recommence the process for calling the Special Meeting for removing and replacing the Board with a modified slate of six highly qualified director nominees.
|
|
·
|
On May 26, 2016, Starboard withdrew its Initial Record Date Request Notice and Special Meeting proposals and delivered the Record Date Request Notice and Special Meeting proposals to Depomed.
|
|
·
|
On May 26, 2016, Starboard filed its preliminary solicitation statement with the SEC in connection with its solicitation of written requests from Depomed shareholders to call the Special Meeting (the “Preliminary Solicitation Statement”).
|
|
·
|
On May 31, 2016, Starboard filed an amendment to its Schedule 13D with the SEC disclosing its delivery of the Record Date Request Notice to Depomed and its modified slate of six highly qualified director nominees.
|
|
·
|
On June 6, 2016, Starboard filed Amendment No. 1 to its Preliminary Solicitation Statement.
|
|
·
|
On June 23, 2016, Depomed issued a press release announcing that it has set August 19, 2016 as the Request Record Date and proposing to hold a special meeting called by its Board on October 28, 2016 that Depomed explained is intended to occur after resolution of the Company’s ongoing NUCYNTA® patent litigation, which is expected no later than September 30, 2016.
|
|
·
|
On July 26, 2016, Starboard issued a press release and delivered a letter to Depomed shareholders announcing that it has appointed two exceptionally qualified former pharmaceutical executives as advisors, Robert G. Savage and James L. Tyree (the “Advisors”), to assist in its solicitation efforts to call the Special Meeting. Starboard explained in the letter that given the extensive requirements under the Bylaws for calling the Special Meeting, the addition of any new nominees to its slate would effectively require it to submit a new record date request notice to Depomed, thereby restarting the clock under the Bylaws for the Special Meeting. Starboard also stated that if it is successful in removing and replacing the Board at the Special Meeting, Messrs. Savage and Tyree would be invited to join the Board and that the new Board would be willing to increase the size of the Board to nine members (currently there are six members; adding the Advisors would expand the Board to eight members) and add back one incumbent director in order to maintain a degree of continuity amidst the required change that Starboard believes is needed at the Company. In the letter, Starboard also announced that it will proceed with its original solicitation to call the Special Meeting by going through the procedures required under the Bylaws by soliciting the Special Meeting Percentage given the Board’s inconsistent responses to Starboard’s two record date request notices in order to ensure that shareholders have their voices heard and to prevent the Company from any further attempts to manipulate Starboard’s Special Meeting process. Starboard explained in the letter that initially, the Board responded promptly to Starboard’s Initial Record Date Request Notice by setting a record date of April 26, 2016, or less than three weeks later, but then delayed its response to Starboard’s new Record Date Request Notice by setting a record date of August 19, 2016, or close to three months after Starboard’s delivery of the Record Date Request Notice, which is almost the full extent the Board is permitted to delay such an action under the Bylaws and in stark contrast to Jim Schoeneck’s commentary to shareholders on April 25, 2016 that “the selection of an early meeting date is in the best interest of Depomed and its shareholders.” Starboard stated that it sees the Board’s rationale of basing the prolonged meeting date on the NUCYNTA litigation as a classic “bait-and-switch” as there was no mention of delaying the Special Meeting until the outcome of the pending NUCYNTA patent litigation upon Starboard’s first placeholder nomination.
|
|
·
|
On July 27, 2016, Starboard filed an amendment to its Schedule 13D with the SEC disclosing its delivery of the July 26th letter to Depomed shareholders and its appointment of the Advisors to assist in its efforts to call the Special Meeting given the Advisors significant industry knowledge and experience.
|
|
·
|
On August 15, 2016, Starboard filed Amendment No. 2 to its Preliminary Solicitation Statement.
|
|
·
|
Proposal 1: “RESOLVED, that each of the six (6) members of the Board who are expected to be serving as directors as of the date of the Special Meeting, including Peter D. Staple, Karen A. Dawes, Louis J. Lavigne, Jr., Samuel R. Saks, M.D., James A. Schoeneck and David B. Zenoff, D.B.A, as well as any person or persons elected or appointed to the Board without shareholder approval after the date hereof, and up to and including, the date of the Special Meeting, be removed from office as directors of the Company, each such removal to become effective upon the election of each successor by the shareholders of the Company.”
|
|
·
|
Proposal 2: “RESOLVED, that, in the event that the Board is fixed at some size other than six (6) members as of the date of the Special Meeting, Section 16 of the Bylaws be amended to fix the size of the Board at six (6) members.”
|
|
·
|
Proposal 3: “RESOLVED, that the following six (6) individuals be and hereby are elected to serve as directors on the Board, contingent on Proposal 1 being passed: John J. Delucca, James P. Fogarty, Peter A. Lankau, Gavin T. Molinelli, Mary K. Pendergast, and Jeffrey C. Smith (each, a “Nominee” and, collectively, the “Nominees”).”
|
|
·
|
Proposal 4: “RESOLVED, that any amendment or provision of the Bylaws adopted and approved by the Board that changes the Bylaws in any way from the version of the Bylaws adopted and approved by the Board on July 12, 2015 through the date of the Special Meeting be and hereby is repealed, and that Section 42 of the Bylaws entitled “AMENDMENT OF BYLAWS” be and hereby is amended to eliminate the power of the Board to adopt, amend or repeal the Bylaws from the date of the Special Meeting through 120 days following such Special Meeting.”
|
Name
|
Business Address
|
Age
|
Present Principal Occupation or Employment; Five (5) Year Employment History
|
John J. Delucca
|
314 Ardmore Road
Ho-Ho-Kus, NJ 07423
|
73
|
John J. Delucca is currently the President of Atlantic & Gulf, Limited, L.L.C., an investment and consulting company, a position he has held since 2004. Previously, Mr. Delucca was Executive Vice President and Chief Financial Officer of the REL Consultancy Group, a business consulting firm, from 2003 until his retirement in 2004. Prior to that, he served as Chief Financial Officer and Executive Vice President, Finance & Administration, of Coty, Inc., a fragrance and beauty products company, from 1998 to 2002. From 1993 to 1998, he was Senior Vice President and Treasurer of RJR Nabisco, Inc. During his earlier career, he also served in executive positions for Hascoe Associates, Inc., The Lexington Group, the Trump Group, International Controls Corp., and Textron, Inc. Mr. Delucca has extensive corporate governance experience serving as a member of the Boards of Directors of numerous companies, including: Endo International plc (NASDAQ: ENDP), a global specialty pharmaceutical company, from 2006 to June 2015; MergeWorthRx Corp. (NASDAQ: NWRX), a special purpose acquisition, from June 2013 to January 2015; Elster Group SE, a then publicly traded German integrated metering and smart grid technology company, from October 2010 to October 2012; The Elliot Company, a manufacturer of turbines and generation equipment and wholly owned subsidiary of the public Japanese company Ebara Corporation, from 1997 to August 2012; ITC Deltacom, a then publicly traded telecommunications company, from 2004 to 2010; Tier Technologies, Inc., a then publicly traded payment solutions company, from 2007 to 2010; British Energy, a then publicly traded UK-based electricity generation company, from 2004 to 2009; and Enzo Biochem Inc. (NYSE:ENZ), a leading life sciences biotechnology company, from 1984 to 2008. Mr. Delucca also previously served as a director of Horizon Natural Resources, Kash n’ Karry, Nature’s Food Centres, RKO Warner Theaters, Emperor Clock Co., and Edison Controls Corp. He holds a Bachelor of Arts degree from Bloomfield College and a Masters of Business Administration from Farleigh-Dickinson University School of Graduate Study. Mr. Delucca’s extensive experience serving as a senior executive and a director of both public and private companies, where he served as Chairman of numerous Audit Committees, together with his financial expertise well qualifies him for service on the Board.
|
James P. Fogarty
|
14 Old Roaring Brook Rd.
Mount Kisco, NY 10549
|
47
|
James P. Fogarty is currently a private investor. Previously, he was the Chief Executive Officer and a Director of Orchard Brands, a multi-channel marketer of apparel and home products, from November 2011 until its sale in July 2015, and was a Senior Advisor to acquirer Bluestem Group Inc. for a transition period through October 2015. Prior to that, Mr. Fogarty was a private investor from November 2010 to November 2011. Since October 2014, Mr. Fogarty has served as a member of the Board of Directors of Darden Restaurants, Inc. (NYSE:DRI), a full service restaurant company, where he serves as Chairman of its Compensation Committee and as a member of its Finance Committee. From April 2009 until November 2010, Mr. Fogarty was President, Chief Executive Officer and Director of Charming Shoppes, Inc. (NASDAQ:CHRS), a multi-brand, specialty apparel retailer. Other prior executive positions held by Mr. Fogarty include Managing Director of Alvarez & Marsal, an independent global professional services firm, from August 1994 until April 2009, President and Chief Operating Officer of Lehman Brothers Holdings (subsequent to its Chapter 11 bankruptcy filing) from September 2008 until April 2009, President and CEO of American Italian Pasta Company, the largest producer of dry pasta in North America, from September 2005 through February 2008, Chief Financial Officer of Levi Strauss & Co., a brand-name apparel company, from 2003 until 2005, and from December 2001 through September 2003, he served as Senior Vice President and Chief Financial Officer and for a period as a Director of The Warnaco Group, a global apparel maker. From October 2011 through October 2015, Mr. Fogarty served as a director of Regis Corporation (NYSE:RGS), which owns, operates and franchises hair and retail products. Mr. Fogarty holds a Bachelor’s degree in Economics and Computer Science from Williams College and an MBA in Finance and Accounting from the Leonard Stern School of Business at New York University. Mr. Fogarty’s extensive operational experience and turnaround experience, coupled with his significant public board and managerial experience make him an excellent candidate for the Board. Mr. Fogarty’s extensive operational experience and turnaround experience, coupled with his significant public board and managerial experience would make him an excellent candidate for the Board.
|
Peter A. Lankau
|
P.O. Box 827
Gwynedd Valley, PA 19437
|
63
|
Peter A. Lankau is currently a principal in the consulting firm, Lankau Consulting LLC, which provides advisory and consulting services to support boards of directors and senior management of pharmaceutical and biotechnology companies, as well as venture capital and private equity firms, which he founded in January 2014. Mr. Lankau has served as Chairman of the Board of Directors of Phosphagenics Limited (ASX: POH), an Australian research-based biotechnology company, since May 2015 and as a Director since April 2015. He has also served as a member of the Board of Directors of ANI Pharmaceuticals, Inc. (NASDAQ: ANIP), an integrated specialty pharmaceutical company developing, manufacturing, and marketing branded and generic prescription pharmaceuticals, since October 2015. Previously, Mr. Lankau was Executive Chairman at Nautilus Neurosciences, Inc., a private neurology-focused specialty pharmaceutical company, from October 2011 to January 2014, which sold its business assets to Depomed in December 2013. From April 2009 to February 2011, he was Chief Executive Officer and from February 2011 to December 2012, Chairman, of Logical Therapeutics, Inc., a privately held, clinical stage biopharmaceutical company which developed therapeutic agents to treat medical conditions caused by inflammatory diseases. From 2005 to 2008, Mr. Lankau was President, Chief Executive Officer and a member of the Board of Directors of Endo Pharmaceuticals Inc., the predecessor of Endo International plc (NASDAQ: ENDP), a specialty pharmaceutical company (“Endo”). He also previously served as Endo’s President and Chief Operating Officer and as Senior Vice President, Commercial Business. Prior to Endo, Mr. Lankau was Vice President, Sales and Marketing for Alpharma, Inc. He began his pharmaceutical career with Rhone-Poulenc Rorer, Inc. (now Sanofi) in multiple commercial roles, and was most recently Vice President, Sales-US Pharmaceuticals. Mr. Lankau also currently serves on the Board of Advisors of Orchard Venture Partners, a life sciences venture capital firm, a position he has held since January 2013. He received his Bachelor of Science degree from the University of Albany. Mr. Lankau’s extensive experience as a bio-pharmaceutical executive with over 30 years of management experience in developing and commercializing pharmaceutical products together with his corporate governance experience as a director of both public and private pharmaceutical companies would make him a valuable addition to the Board.
|
Gavin T. Molinelli
|
c/o Starboard Value LP
777 Third Avenue
18th Floor
New York, NY 10017
|
32
|
Gavin T. Molinelli is a Partner of Starboard Value LP, a New York-based investment adviser with a focused and fundamental approach to investing in publicly traded U.S. companies. Prior to the formation of Starboard Value LP in 2011, as part of the spin-out from Ramius, Mr. Molinelli was a Director and Investment Analyst for the Ramius Value & Opportunity Fund. Prior to joining Ramius in October 2006, Mr. Molinelli was a member of the Technology Investment Banking group at Banc of America Securities LLC. Mr. Molinelli previously served on the Board of Directors of Wausau Paper Corp., a then leading provider of away from home towel and tissue products, from July 2014 until it was acquired by SCA Tissue North America LLC in January 2016. Mr. Molinelli was also formerly on the Board of Directors of Actel Corp, a semi-conductor company. Mr. Molinelli received a B.A. in Economics from Washington and Lee University. Mr. Molinelli’s public company board experience and financial expertise together with his experience serving in various managerial roles would make him a valuable addition to the Board.
|
Mary K. Pendergast
|
4328 Yuma Street, NW
Washington, DC 20016
|
65
|
Mary K. Pendergast, J.D., LL.M. is currently the President of Pendergast Consulting, a legal and regulatory consulting firm to pharmaceutical and biotechnology companies, which she founded in June 2003. Ms. Pendergast has also served as a member of the Boards of Directors of Impax Laboratories, Inc. (NASDAQ: IPXL), a specialty pharmaceutical company, since July 2013 and ICON plc (NASDAQ: ICLR), a provider of outsourced development services to pharmaceutical, biotechnology and medical device industries, since February 2014. Previously, Ms. Pendergast served as Executive Vice President, Government Affairs, at Elan Corporation, plc, a then publicly traded major drugs firm based in Dublin, Ireland, from January 1998 to June 2003. Prior to that, Ms. Pendergast served as Deputy Commissioner and Senior Advisor to the Commissioner at the US Food and Drug Administration (“FDA”), from November 1990 to December 1997, and as Associate Chief Counsel for Enforcement, Office of the General Counsel, at the FDA, from July 1979 to November 1990. She was also an attorney at the Office of the General Counsel, Department of Health and Human Services, from July 1977 to June 1979. Ms. Pendergast also previously served on the Board of Directors of ARCA biopharma, Inc. (NASDAQ: ABIO), a biopharmaceutical company developing genetically-targeted therapies for cardiovascular diseases, from 2002 until May 2011. Ms. Pendergast received a B.A. degree from Northwestern University, a J.D. degree from the University of Iowa College of Law, and an LL.M. degree from Yale Law School. Ms. Pendergast’s extensive experience in the pharmaceutical and biotechnology industries serving as an executive and board member, including her service at the FDA, would make her a valuable addition to the Board.
|
Jeffrey C. Smith
|
c/o Starboard Value LP
777 Third Avenue
18th Floor
New York, NY 10017
|
43
|
Jeffrey C. Smith is a Managing Member, Chief Executive Officer and Chief Investment Officer of Starboard Value LP, a New York-based investment adviser with a focused and fundamental approach to investing in publicly traded U.S. companies, which he co-founded in March 2011, after having launched the Starboard Value investment strategy in 2002. Previously, Mr. Smith was a Partner and Managing Director of Ramius LLC, a subsidiary of the Cowen Group, Inc. (“Cowen”). Mr. Smith is a former member of Cowen’s Operating Committee and Cowen’s Investment Committee. Prior to joining Ramius LLC in January 1998, he served as Vice President of Strategic Development and a member of the Board of Directors of The Fresh Juice Company, Inc. Mr. Smith began his career in the Mergers and Acquisitions department at Société Générale. Mr. Smith currently serves on the Board of Directors of Advance Auto Parts, Inc. (NYSE: AAP), a leading automotive aftermarket parts provider in North America, a position he has held since November 2015. He also currently serves on the Board of Directors of Yahoo! Inc. (NASDAQ: YHOO), a multinational technology company, a position he has held since April 2016. Previously, he served as Chairman of the Board of Directors of Darden Restaurants, Inc. (NYSE: DRI), a full service restaurant chain, from October 2014 to April 2016. Mr. Smith also previously served as a member of the Board of Directors of each of Quantum Corporation (NYSE: QTM), a global expert in data protection and big data management, from May 2013 to May 2015, Office Depot, Inc. (NYSE: ODP), an office supply company, from August 2013 to September 2014, Regis Corporation (NASDAQ: RGS), a global leader in beauty salons, hair restoration centers and cosmetology education, from October 2011 until October 2013, Surmodics, Inc. (NASDAQ: SRDX), a leading provider of drug delivery and surface modification technologies to the healthcare industry, from January 2011 to August 2012, and Zoran Corporation, a leading provider of digital solutions in the digital entertainment and digital imaging market, from March 2011 until its merger with CSR plc in August 2011. Mr. Smith was the Chairman of the Board of Directors of Phoenix Technologies Ltd., a provider of core systems software products, services, and embedded technologies, from November 2009 until the sale of the company to Marlin Equity Partners in November 2010. In addition, Mr. Smith previously served as a member of the Board of Directors of each of Actel Corporation, a provider of power management solutions, from March 2009 until its sale to Microsemi Corporation (NASDAQ: MSCC) in October 2010, S1 Corporation, a provider of customer interaction software for financial and payment services, from May 2006 to September 2008, Kensey Nash Corporation, a leading medical technology company, from December 2007 to February 2009, and The Fresh Juice Company, Inc. (FRSH) from 1996 until its sale to the Saratoga Beverage Group (TOGA) in 1998. Mr. Smith graduated from The Wharton School of Business at The University of Pennsylvania, where he received a B.S. in Economics. Mr. Smith’s extensive public board experience and experience in a variety of industries together with his management experience in a variety of roles would enable him to provide invaluable oversight to the Board.
|
STARBOARD VALUE AND OPPORTUNITY MASTER FUND LTD
|
STARBOARD VALUE LP
|
August [ ], 2016
|
Nature of the Transaction
|
Amount of Securities
Purchased/(Sold)
|
Date of
Purchase/Sale
|
Purchase of Common Stock
|
132,414
|
02/17/2016
|
Purchase of Common Stock
|
21,970
|
02/17/2016
|
Purchase of Common Stock
|
103,538
|
02/17/2016
|
Purchase of Common Stock
|
17,179
|
02/17/2016
|
Purchase of Common Stock
|
77,793
|
02/18/2016
|
Purchase of Common Stock
|
12,907
|
02/18/2016
|
Purchase of Common Stock
|
168,024
|
02/18/2016
|
Purchase of Common Stock
|
27,878
|
02/18/2016
|
Purchase of Common Stock
|
102,621
|
02/19/2016
|
Purchase of Common Stock
|
17,027
|
02/19/2016
|
Purchase of Common Stock
|
143,887
|
02/19/2016
|
Purchase of Common Stock
|
23,874
|
02/19/2016
|
Purchase of Common Stock
|
2,648
|
02/22/2016
|
Purchase of Common Stock
|
439
|
02/22/2016
|
Purchase of Common Stock
|
109,062
|
02/22/2016
|
Purchase of Common Stock
|
18,096
|
02/22/2016
|
Purchase of Common Stock
|
234,372
|
02/23/2016
|
Purchase of Common Stock
|
38,887
|
02/23/2016
|
Purchase of Common Stock
|
343,627
|
02/23/2016
|
Purchase of Common Stock
|
57,014
|
02/23/2016
|
Purchase of Common Stock
|
29,793
|
02/24/2016
|
Purchase of Common Stock
|
4,943
|
02/24/2016
|
Purchase of Common Stock
|
122,058
|
02/24/2016
|
Purchase of Common Stock
|
20,252
|
02/24/2016
|
Purchase of Common Stock
|
85,337
|
02/24/2016
|
Purchase of Common Stock
|
14,159
|
02/24/2016
|
Purchase of Common Stock
|
114,737
|
02/24/2016
|
Purchase of Common Stock
|
19,037
|
02/24/2016
|
Purchase of Common Stock
|
77,728
|
02/25/2016
|
Purchase of Common Stock
|
12,896
|
02/25/2016
|
Purchase of Common Stock
|
88,915
|
02/25/2016
|
Purchase of Common Stock
|
14,753
|
02/25/2016
|
Purchase of Cash-Settled Total Return Swap
|
215,173
|
03/14/2016
|
Sale of Common Stock
|
(215,173)
|
03/14/2016
|
Purchase of Cash-Settled Total Return Swap
|
35,701
|
03/14/2016
|
Sale of Common Stock
|
(35,701)
|
03/14/2016
|
Purchase of Cash-Settled Total Return Swap
|
397,242
|
03/15/2016
|
Sale of Common Stock
|
(397,242)
|
03/15/2016
|
Purchase of Cash-Settled Total Return Swap
|
65,910
|
03/15/2016
|
Sale of Common Stock
|
(65,910)
|
03/15/2016
|
Purchase of Cash-Settled Total Return Swap
|
264,828
|
03/16/2016
|
Sale of Common Stock
|
(264,828)
|
03/16/2016
|
Purchase of Cash-Settled Total Return Swap
|
43,940
|
03/16/2016
|
Sale of Common Stock
|
(43,940)
|
03/16/2016
|
Purchase of Common Stock
|
66,207
|
03/16/2016
|
Purchase of Common Stock
|
10,998
|
03/16/2016
|
Purchase of Cash-Settled Total Return Swap
|
331,035
|
03/23/2016
|
Sale of Common Stock
|
(331,035)
|
03/23/2016
|
Purchase of Cash-Settled Total Return Swap
|
54,929
|
03/23/2016
|
Sale of Common Stock
|
(54,929)
|
03/23/2016
|
Purchase of Common Stock
|
51,024
|
03/28/2016
|
Purchase of Common Stock
|
8,476
|
03/28/2016
|
Purchase of Common Stock
|
84,414
|
03/28/2016
|
Purchase of Common Stock
|
14,022
|
03/28/2016
|
Purchase of Common Stock
|
129,390
|
03/28/2016
|
Purchase of Common Stock
|
21,494
|
03/28/2016
|
Purchase of Common Stock
|
132,414
|
03/28/2016
|
Purchase of Common Stock
|
21,996
|
03/28/2016
|
Purchase of Common Stock
|
160,869
|
03/29/2016
|
Purchase of Common Stock
|
26,723
|
03/29/2016
|
Purchase of Common Stock
|
19,549
|
03/29/2016
|
Purchase of Common Stock
|
3,248
|
03/29/2016
|
Purchase of Common Stock
|
84,411
|
03/29/2016
|
Purchase of Common Stock
|
14,022
|
03/29/2016
|
Purchase of Common Stock
|
215,173
|
03/30/2016
|
Purchase of Common Stock
|
35,743
|
03/30/2016
|
Purchase of Common Stock
|
115,862
|
03/30/2016
|
Purchase of Common Stock
|
19,247
|
03/30/2016
|
Purchase of Common Stock
|
3,255
|
03/31/2016
|
Purchase of Common Stock
|
541
|
03/31/2016
|
Purchase of Common Stock
|
62,952
|
03/31/2016
|
Purchase of Common Stock
|
10,457
|
03/31/2016
|
Purchase of Common Stock
|
99,311
|
03/31/2016
|
Purchase of Common Stock
|
16,497
|
03/31/2016
|
Purchase of Common Stock
|
3,284
|
04/01/2016
|
Purchase of Common Stock
|
548
|
04/01/2016
|
Purchase of Common Stock
|
45,979
|
04/01/2016
|
Purchase of Common Stock
|
7,662
|
04/01/2016
|
Purchase of Common Stock
|
59,117
|
04/04/2016
|
Purchase of Common Stock
|
9,852
|
04/04/2016
|
Purchase of Common Stock
|
22,990
|
04/04/2016
|
Purchase of Common Stock
|
3,831
|
04/04/2016
|
Purchase of Common Stock
|
124,802
|
04/04/2016
|
Purchase of Common Stock
|
20,798
|
04/04/2016
|
Purchase of Common Stock
|
52,548
|
04/05/2016
|
Purchase of Common Stock
|
8,757
|
04/05/2016
|
Purchase of Common Stock
|
28,836
|
04/05/2016
|
Purchase of Common Stock
|
4,805
|
04/05/2016
|
Purchase of Common Stock
|
214,199
|
04/05/2016
|
Purchase of Common Stock
|
35,695
|
04/05/2016
|
Purchase of Common Stock
|
29,558
|
04/06/2016
|
Purchase of Common Stock
|
4,926
|
04/06/2016
|
Purchase of Common Stock
|
118,233
|
04/06/2016
|
Purchase of Common Stock
|
19,703
|
04/06/2016
|
Purchase of Common Stock
|
82,106
|
04/06/2016
|
Purchase of Common Stock
|
13,682
|
04/06/2016
|
Purchase of Common Stock
|
32,843
|
04/07/2016
|
Purchase of Common Stock
|
231,725
|
04/07/2016
|
Sale of Cash-Settled Total Return Swap
|
(231,725)
|
04/07/2016
|
Purchase of Common Stock
|
5,473
|
04/07/2016
|
Purchase of Common Stock
|
38,448
|
04/07/2016
|
Sale of Cash-Settled Total Return Swap
|
(38,448)
|
04/07/2016
|
Sale of Cash-Settled Total Return Swap
|
(264,828)
|
04/08/2016
|
Purchase of Common Stock
|
264,828
|
04/08/2016
|
Sale of Cash-Settled Total Return Swap
|
(43,941)
|
04/08/2016
|
Purchase of Common Stock
|
43,941
|
04/08/2016
|
Sale of Cash-Settled Total Return Swap
|
(198,621)
|
04/11/2016
|
Purchase of Common Stock
|
198,621
|
04/11/2016
|
Sale of Cash-Settled Total Return Swap
|
(32,956)
|
04/11/2016
|
Purchase of Common Stock
|
32,956
|
04/11/2016
|
Sale of Cash-Settled Total Return Swap
|
(264,828)
|
04/12/2016
|
Purchase of Common Stock
|
264,828
|
04/12/2016
|
Sale of Cash-Settled Total Return Swap
|
(43,941)
|
04/12/2016
|
Purchase of Common Stock
|
43,941
|
04/12/2016
|
Purchase of Common Stock
|
99,310
|
04/13/2016
|
Sale of Cash-Settled Total Return Swap
|
(99,310)
|
04/13/2016
|
Purchase of Common Stock
|
16,478
|
04/13/2016
|
Sale of Cash-Settled Total Return Swap
|
(16,478)
|
04/13/2016
|
Purchase of Common Stock
|
148,966
|
04/14/2016
|
Sale of Cash-Settled Total Return Swap
|
(148,966)
|
04/14/2016
|
Purchase of Common Stock
|
24,716
|
04/14/2016
|
Sale of Cash-Settled Total Return Swap
|
(24,716)
|
04/14/2016
|
Purchase of Common Stock
|
15,660
|
02/17/2016
|
Purchase of Common Stock
|
2,600
|
02/17/2016
|
Purchase of Common Stock
|
12,245
|
02/17/2016
|
Purchase of Common Stock
|
2,033
|
02/17/2016
|
Purchase of Common Stock
|
9,200
|
02/18/2016
|
Purchase of Common Stock
|
1,528
|
02/18/2016
|
Purchase of Common Stock
|
19,871
|
02/18/2016
|
Purchase of Common Stock
|
3,299
|
02/18/2016
|
Purchase of Common Stock
|
12,136
|
02/19/2016
|
Purchase of Common Stock
|
2,015
|
02/19/2016
|
Purchase of Common Stock
|
17,017
|
02/19/2016
|
Purchase of Common Stock
|
2,825
|
02/19/2016
|
Purchase of Common Stock
|
313
|
02/22/2016
|
Purchase of Common Stock
|
52
|
02/22/2016
|
Purchase of Common Stock
|
12,898
|
02/22/2016
|
Purchase of Common Stock
|
2,141
|
02/22/2016
|
Purchase of Common Stock
|
27,718
|
02/23/2016
|
Purchase of Common Stock
|
4,602
|
02/23/2016
|
Purchase of Common Stock
|
40,639
|
02/23/2016
|
Purchase of Common Stock
|
6,747
|
02/23/2016
|
Purchase of Common Stock
|
3,523
|
02/24/2016
|
Purchase of Common Stock
|
585
|
02/24/2016
|
Purchase of Common Stock
|
14,435
|
02/24/2016
|
Purchase of Common Stock
|
2,397
|
02/24/2016
|
Purchase of Common Stock
|
10,092
|
02/24/2016
|
Purchase of Common Stock
|
1,676
|
02/24/2016
|
Purchase of Common Stock
|
13,569
|
02/24/2016
|
Purchase of Common Stock
|
2,253
|
02/24/2016
|
Purchase of Common Stock
|
9,192
|
02/25/2016
|
Purchase of Common Stock
|
1,526
|
02/25/2016
|
Purchase of Common Stock
|
10,516
|
02/25/2016
|
Purchase of Common Stock
|
1,746
|
02/25/2016
|
Purchase of Cash-Settled Total Return Swap
|
25,447
|
03/14/2016
|
Sale of Common Stock
|
(25,447)
|
03/14/2016
|
Purchase of Cash-Settled Total Return Swap
|
4,225
|
03/14/2016
|
Sale of Common Stock
|
(4,225)
|
03/14/2016
|
Purchase of Cash-Settled Total Return Swap
|
46,979
|
03/15/2016
|
Sale of Common Stock
|
(46,979)
|
03/15/2016
|
Purchase of Cash-Settled Total Return Swap
|
7,800
|
03/15/2016
|
Sale of Common Stock
|
(7,800)
|
03/15/2016
|
Purchase of Cash-Settled Total Return Swap
|
31,320
|
03/16/2016
|
Sale of Common Stock
|
(31,320)
|
03/16/2016
|
Purchase of Cash-Settled Total Return Swap
|
5,200
|
03/16/2016
|
Sale of Common Stock
|
(5,200)
|
03/16/2016
|
Purchase of Common Stock
|
7,743
|
03/16/2016
|
Purchase of Common Stock
|
1,287
|
03/16/2016
|
Purchase of Cash-Settled Total Return Swap
|
39,124
|
03/23/2016
|
Sale of Common Stock
|
(39,124)
|
03/23/2016
|
Purchase of Cash-Settled Total Return Swap
|
6,496
|
03/23/2016
|
Sale of Common Stock
|
(6,496)
|
03/23/2016
|
Purchase of Common Stock
|
5,967
|
03/28/2016
|
Purchase of Common Stock
|
992
|
03/28/2016
|
Purchase of Common Stock
|
9,872
|
03/28/2016
|
Purchase of Common Stock
|
1,641
|
03/28/2016
|
Purchase of Common Stock
|
15,132
|
03/28/2016
|
Purchase of Common Stock
|
2,515
|
03/28/2016
|
Purchase of Common Stock
|
15,486
|
03/28/2016
|
Purchase of Common Stock
|
2,574
|
03/28/2016
|
Purchase of Common Stock
|
18,814
|
03/29/2016
|
Purchase of Common Stock
|
3,127
|
03/29/2016
|
Purchase of Common Stock
|
2,286
|
03/29/2016
|
Purchase of Common Stock
|
380
|
03/29/2016
|
Purchase of Common Stock
|
9,872
|
03/29/2016
|
Purchase of Common Stock
|
1,641
|
03/29/2016
|
Purchase of Common Stock
|
25,165
|
03/30/2016
|
Purchase of Common Stock
|
4,183
|
03/30/2016
|
Purchase of Common Stock
|
13,550
|
03/30/2016
|
Purchase of Common Stock
|
2,252
|
03/30/2016
|
Purchase of Common Stock
|
381
|
03/31/2016
|
Purchase of Common Stock
|
63
|
03/31/2016
|
Purchase of Common Stock
|
7,362
|
03/31/2016
|
Purchase of Common Stock
|
1,224
|
03/31/2016
|
Purchase of Common Stock
|
11,614
|
03/31/2016
|
Purchase of Common Stock
|
1,930
|
03/31/2016
|
Purchase of Common Stock
|
396
|
04/01/2016
|
Purchase of Common Stock
|
66
|
04/01/2016
|
Purchase of Common Stock
|
5,542
|
04/01/2016
|
Purchase of Common Stock
|
928
|
04/01/2016
|
Purchase of Common Stock
|
7,125
|
04/04/2016
|
Purchase of Common Stock
|
1,193
|
04/04/2016
|
Purchase of Common Stock
|
2,771
|
04/04/2016
|
Purchase of Common Stock
|
464
|
04/04/2016
|
Purchase of Common Stock
|
15,042
|
04/04/2016
|
Purchase of Common Stock
|
2,519
|
04/04/2016
|
Purchase of Common Stock
|
6,334
|
04/05/2016
|
Purchase of Common Stock
|
1,061
|
04/05/2016
|
Purchase of Common Stock
|
3,475
|
04/05/2016
|
Purchase of Common Stock
|
582
|
04/05/2016
|
Purchase of Common Stock
|
25,817
|
04/05/2016
|
Purchase of Common Stock
|
4,324
|
04/05/2016
|
Purchase of Common Stock
|
3,563
|
04/06/2016
|
Purchase of Common Stock
|
597
|
04/06/2016
|
Purchase of Common Stock
|
14,251
|
04/06/2016
|
Purchase of Common Stock
|
2,387
|
04/06/2016
|
Purchase of Common Stock
|
9,896
|
04/06/2016
|
Purchase of Common Stock
|
1,658
|
04/06/2016
|
Purchase of Common Stock
|
3,958
|
04/07/2016
|
Purchase of Common Stock
|
27,400
|
04/07/2016
|
Sale of Cash-Settled Total Return Swap
|
(27,400)
|
04/07/2016
|
Purchase of Common Stock
|
663
|
04/07/2016
|
Purchase of Common Stock
|
4,549
|
04/07/2016
|
Sale of Cash-Settled Total Return Swap
|
(4,549)
|
04/07/2016
|
Sale of Cash-Settled Total Return Swap
|
(31,314)
|
04/08/2016
|
Purchase of Common Stock
|
31,314
|
04/08/2016
|
Sale of Cash-Settled Total Return Swap
|
(5,199)
|
04/08/2016
|
Purchase of Common Stock
|
5,199
|
04/08/2016
|
Sale of Cash-Settled Total Return Swap
|
(23,485)
|
04/11/2016
|
Purchase of Common Stock
|
23,485
|
04/11/2016
|
Sale of Cash-Settled Total Return Swap
|
(3,899)
|
04/11/2016
|
Purchase of Common Stock
|
3,899
|
04/11/2016
|
Sale of Cash-Settled Total Return Swap
|
(31,314)
|
04/12/2016
|
Purchase of Common Stock
|
31,314
|
04/12/2016
|
Sale of Cash-Settled Total Return Swap
|
(5,199)
|
04/12/2016
|
Purchase of Common Stock
|
5,199
|
04/12/2016
|
Purchase of Common Stock
|
11,743
|
04/13/2016
|
Sale of Cash-Settled Total Return Swap
|
(11,743)
|
04/13/2016
|
Purchase of Common Stock
|
1,950
|
04/13/2016
|
Sale of Cash-Settled Total Return Swap
|
(1,950)
|
04/13/2016
|
Purchase of Common Stock
|
17,614
|
04/14/2016
|
Sale of Cash-Settled Total Return Swap
|
(17,614)
|
04/14/2016
|
Purchase of Common Stock
|
2,925
|
04/14/2016
|
Sale of Cash-Settled Total Return Swap
|
(2,925)
|
04/14/2016
|
Purchase of Common Stock
|
8,700
|
02/17/2016
|
Purchase of Common Stock
|
1,430
|
02/17/2016
|
Purchase of Common Stock
|
6,803
|
02/17/2016
|
Purchase of Common Stock
|
1,118
|
02/17/2016
|
Purchase of Common Stock
|
5,111
|
02/18/2016
|
Purchase of Common Stock
|
840
|
02/18/2016
|
Purchase of Common Stock
|
11,040
|
02/18/2016
|
Purchase of Common Stock
|
1,815
|
02/18/2016
|
Purchase of Common Stock
|
6,743
|
02/19/2016
|
Purchase of Common Stock
|
1,108
|
02/19/2016
|
Purchase of Common Stock
|
9,453
|
02/19/2016
|
Purchase of Common Stock
|
1,554
|
02/19/2016
|
Purchase of Common Stock
|
174
|
02/22/2016
|
Purchase of Common Stock
|
29
|
02/22/2016
|
Purchase of Common Stock
|
7,166
|
02/22/2016
|
Purchase of Common Stock
|
1,178
|
02/22/2016
|
Purchase of Common Stock
|
15,399
|
02/23/2016
|
Purchase of Common Stock
|
2,531
|
02/23/2016
|
Purchase of Common Stock
|
22,578
|
02/23/2016
|
Purchase of Common Stock
|
3,711
|
02/23/2016
|
Purchase of Common Stock
|
1,958
|
02/24/2016
|
Purchase of Common Stock
|
322
|
02/24/2016
|
Purchase of Common Stock
|
8,020
|
02/24/2016
|
Purchase of Common Stock
|
1,318
|
02/24/2016
|
Purchase of Common Stock
|
5,607
|
02/24/2016
|
Purchase of Common Stock
|
921
|
02/24/2016
|
Purchase of Common Stock
|
7,539
|
02/24/2016
|
Purchase of Common Stock
|
1,239
|
02/24/2016
|
Purchase of Common Stock
|
5,107
|
02/25/2016
|
Purchase of Common Stock
|
840
|
02/25/2016
|
Purchase of Common Stock
|
5,842
|
02/25/2016
|
Purchase of Common Stock
|
960
|
02/25/2016
|
Purchase of Cash-Settled Total Return Swap
|
14,138
|
03/14/2016
|
Purchase of Cash-Settled Total Return Swap
|
2,324
|
03/14/2016
|
Sale of Common Stock
|
(14,138)
|
03/14/2016
|
Sale of Common Stock
|
(2,324)
|
03/14/2016
|
Purchase of Cash-Settled Total Return Swap
|
26,101
|
03/15/2016
|
Purchase of Cash-Settled Total Return Swap
|
4,290
|
03/15/2016
|
Sale of Common Stock
|
(26,101)
|
03/15/2016
|
Sale of Common Stock)
|
(4,290)
|
03/15/2016
|
Purchase of Cash-Settled Total Return Swap
|
17,400
|
03/16/2016
|
Purchase of Cash-Settled Total Return Swap
|
2,860
|
03/16/2016
|
Sale of Common Stock
|
(17,400)
|
03/16/2016
|
Sale of Common Stock
|
(2,860)
|
03/16/2016
|
Purchase of Common Stock
|
4,350
|
03/16/2016
|
Purchase of Common Stock
|
715
|
03/16/2016
|
Purchase of Cash-Settled Total Return Swap
|
21,750
|
03/23/2016
|
Purchase of Cash-Settled Total Return Swap
|
3,575
|
03/23/2016
|
Sale of Common Stock
|
(21,750)
|
03/23/2016
|
Sale of Common Stock
|
(3,575)
|
03/23/2016
|
Purchase of Common Stock
|
3,353
|
03/28/2016
|
Purchase of Common Stock
|
551
|
03/28/2016
|
Purchase of Common Stock
|
5,546
|
03/28/2016
|
Purchase of Common Stock
|
912
|
03/28/2016
|
Purchase of Common Stock
|
8,501
|
03/28/2016
|
Purchase of Common Stock
|
1,397
|
03/28/2016
|
Purchase of Common Stock
|
8,700
|
03/28/2016
|
Purchase of Common Stock
|
1,430
|
03/28/2016
|
Purchase of Common Stock
|
10,569
|
03/29/2016
|
Purchase of Common Stock
|
1,737
|
03/29/2016
|
Purchase of Common Stock
|
1,284
|
03/29/2016
|
Purchase of Common Stock
|
211
|
03/29/2016
|
Purchase of Common Stock
|
5,546
|
03/29/2016
|
Purchase of Common Stock
|
911
|
03/29/2016
|
Purchase of Common Stock
|
14,137
|
03/30/2016
|
Purchase of Common Stock
|
2,324
|
03/30/2016
|
Purchase of Common Stock
|
7,613
|
03/30/2016
|
Purchase of Common Stock
|
1,251
|
03/30/2016
|
Purchase of Common Stock
|
214
|
03/31/2016
|
Purchase of Common Stock
|
35
|
03/31/2016
|
Purchase of Common Stock
|
4,136
|
03/31/2016
|
Purchase of Common Stock
|
680
|
03/31/2016
|
Purchase of Common Stock
|
6,525
|
03/31/2016
|
Purchase of Common Stock
|
1,073
|
03/31/2016
|
Purchase of Common Stock
|
218
|
04/01/2016
|
Purchase of Common Stock
|
36
|
04/01/2016
|
Purchase of Common Stock
|
3,045
|
04/01/2016
|
Purchase of Common Stock
|
510
|
04/01/2016
|
Purchase of Common Stock
|
3,915
|
04/04/2016
|
Purchase of Common Stock
|
655
|
04/04/2016
|
Purchase of Common Stock
|
1,522
|
04/04/2016
|
Purchase of Common Stock
|
255
|
04/04/2016
|
Purchase of Common Stock
|
8,265
|
04/04/2016
|
Purchase of Common Stock
|
1,383
|
04/04/2016
|
Purchase of Common Stock
|
3,480
|
04/05/2016
|
Purchase of Common Stock
|
582
|
04/05/2016
|
Purchase of Common Stock
|
1,910
|
04/05/2016
|
Purchase of Common Stock
|
320
|
04/05/2016
|
Purchase of Common Stock
|
14,185
|
04/05/2016
|
Purchase of Common Stock
|
2,374
|
04/05/2016
|
Purchase of Common Stock
|
1,957
|
04/06/2016
|
Purchase of Common Stock
|
327
|
04/06/2016
|
Purchase of Common Stock
|
7,830
|
04/06/2016
|
Purchase of Common Stock
|
1,310
|
04/06/2016
|
Purchase of Common Stock
|
5,438
|
04/06/2016
|
Purchase of Common Stock
|
910
|
04/06/2016
|
Purchase of Common Stock
|
2,175
|
04/07/2016
|
Purchase of Common Stock
|
15,225
|
04/07/2016
|
Sale of Cash-Settled Total Return Swap
|
(15,225)
|
04/07/2016
|
Purchase of Common Stock
|
364
|
04/07/2016
|
Purchase of Common Stock
|
2,503
|
04/07/2016
|
Sale of Cash-Settled Total Return Swap
|
(2,503)
|
04/07/2016
|
Sale of Cash-Settled Total Return Swap
|
(17,400)
|
04/08/2016
|
Purchase of Common Stock
|
17,400
|
04/08/2016
|
Sale of Cash-Settled Total Return Swap
|
(2,860)
|
04/08/2016
|
Purchase of Common Stock
|
2,860
|
04/08/2016
|
Sale of Cash-Settled Total Return Swap
|
(2,145)
|
04/11/2016
|
Purchase of Common Stock
|
2,145
|
04/11/2016
|
Sale of Cash-Settled Total Return Swap
|
(13,051)
|
04/11/2016
|
Purchase of Common Stock
|
13,051
|
04/11/2016
|
Sale of Cash-Settled Total Return Swap
|
(17,400)
|
04/12/2016
|
Purchase of Common Stock
|
17,400
|
04/12/2016
|
Sale of Cash-Settled Total Return Swap
|
(2,860)
|
04/12/2016
|
Purchase of Common Stock
|
2,860
|
04/12/2016
|
Purchase of Common Stock
|
6,525
|
04/13/2016
|
Sale of Cash-Settled Total Return Swap
|
(6,525)
|
04/13/2016
|
Purchase of Common Stock
|
1,072
|
04/13/2016
|
Sale of Cash-Settled Total Return Swap
|
(1,072)
|
04/13/2016
|
Purchase of Common Stock
|
9,788
|
04/14/2016
|
Sale of Cash-Settled Total Return Swap
|
(9,788)
|
04/14/2016
|
Purchase of Common Stock
|
1,609
|
04/14/2016
|
Sale of Cash-Settled Total Return Swap
|
(1,609)
|
04/14/2016
|
Purchase of Common Stock
|
17,226
|
02/17/2016
|
Purchase of Common Stock
|
13,469
|
02/17/2016
|
Purchase of Common Stock
|
21,859
|
02/18/2016
|
Purchase of Common Stock
|
10,121
|
02/18/2016
|
Purchase of Common Stock
|
13,350
|
02/19/2016
|
Purchase of Common Stock
|
18,719
|
02/19/2016
|
Purchase of Common Stock
|
14,188
|
02/22/2016
|
Purchase of Common Stock
|
345
|
02/22/2016
|
Purchase of Common Stock
|
30,490
|
02/23/2016
|
Purchase of Common Stock
|
44,703
|
02/23/2016
|
Purchase of Common Stock
|
3,876
|
02/24/2016
|
Purchase of Common Stock
|
15,879
|
02/24/2016
|
Purchase of Common Stock
|
11,102
|
02/24/2016
|
Purchase of Common Stock
|
14,926
|
02/24/2016
|
Purchase of Common Stock
|
10,112
|
02/25/2016
|
Purchase of Common Stock
|
11,567
|
02/25/2016
|
Purchase of Cash-Settled Total Return Swap
|
27,992
|
03/14/2016
|
Sale of Common Stock
|
(27,992)
|
03/14/2016
|
Purchase of Cash-Settled Total Return Swap
|
51,678
|
03/15/2016
|
Sale of Common Stock
|
(51,678)
|
03/15/2016
|
Purchase of Cash-Settled Total Return Swap
|
34,452
|
03/16/2016
|
Purchase of Common Stock
|
8,700
|
03/16/2016
|
Sale of Common Stock
|
(34,452)
|
03/16/2016
|
Purchase of Cash-Settled Total Return Swap
|
43,091
|
03/23/2016
|
Sale of Common Stock
|
(43,091)
|
03/23/2016
|
Purchase of Common Stock
|
11,093
|
03/28/2016
|
Purchase of Common Stock
|
17,003
|
03/28/2016
|
Purchase of Common Stock
|
6,705
|
03/28/2016
|
Purchase of Common Stock
|
17,400
|
03/28/2016
|
Purchase of Common Stock
|
11,092
|
03/29/2016
|
Purchase of Common Stock
|
21,139
|
03/29/2016
|
Purchase of Common Stock
|
2,569
|
03/29/2016
|
Purchase of Common Stock
|
15,225
|
03/30/2016
|
Purchase of Common Stock
|
28,275
|
03/30/2016
|
Purchase of Common Stock
|
428
|
03/31/2016
|
Purchase of Common Stock
|
13,050
|
03/31/2016
|
Purchase of Common Stock
|
8,272
|
03/31/2016
|
Purchase of Common Stock
|
6,334
|
04/01/2016
|
Purchase of Common Stock
|
452
|
04/01/2016
|
Purchase of Common Stock
|
17,191
|
04/04/2016
|
Purchase of Common Stock
|
8,143
|
04/04/2016
|
Purchase of Common Stock
|
3,167
|
04/04/2016
|
Purchase of Common Stock
|
7,238
|
04/05/2016
|
Purchase of Common Stock
|
3,972
|
04/05/2016
|
Purchase of Common Stock
|
29,506
|
04/05/2016
|
Purchase of Common Stock
|
11,310
|
04/06/2016
|
Purchase of Common Stock
|
16,286
|
04/06/2016
|
Purchase of Common Stock
|
4,072
|
04/06/2016
|
Purchase of Common Stock
|
4,524
|
04/07/2016
|
Purchase of Common Stock
|
30,150
|
04/07/2016
|
Sale of Cash-Settled Total Return Swap
|
(30,150)
|
04/07/2016
|
Sale of Cash-Settled Total Return Swap
|
(34,458)
|
04/08/2016
|
Purchase of Common Stock
|
34,458
|
04/08/2016
|
Sale of Cash-Settled Total Return Swap
|
(25,843)
|
04/11/2016
|
Purchase of Common Stock
|
25,843
|
04/11/2016
|
Sale of Cash-Settled Total Return Swap
|
(34,458)
|
04/12/2016
|
Purchase of Common Stock
|
34,458
|
04/12/2016
|
Purchase of Common Stock
|
12,922
|
04/13/2016
|
Sale of Cash-Settled Total Return Swap
|
(12,922)
|
04/13/2016
|
Purchase of Common Stock
|
19,382
|
04/14/2016
|
Sale of Cash-Settled Total Return Swap
|
(19,382)
|
04/14/2016
|
Purchase of Common Stock
|
16,450
|
04/07/2016
|
Name of Beneficial Owner(1)
|
Aggregate
Number of
Shares of
Common
Stock(2)
|
Number
Subject to
Convertible
Securities
Exercisable
Within 60 days
|
Percentage of
Common
Stock(2)
|
|||||||||
BlackRock, Inc(3)
|
6,249,132 | (4) | — | 10.26 | % | |||||||
Senvest Management, LLC(5)
|
4,385,852 | (6) | — | 7.20 | % | |||||||
The Vanguard Group(7)
|
4,195,231 | (8) | — | 6.89 | % | |||||||
Invesco Ltd.(9)
|
3,564,579 | (10) | — | 5.85 | % | |||||||
Oak Ridge Investments, LLC(11)
|
3,044,921 | (12) | — | 5.00 | % | |||||||
Starboard Value LP(13)
|
5,640,000 | (14) | — | 9.26 | % | |||||||
James A. Schoeneck(15)
|
1,296,691 | 891,591 | 2.10 | % | ||||||||
Thadd M. Vargas
|
367,304 | 214,747 | * | |||||||||
Matthew M. Gosling
|
331,758 | 278,082 | * | |||||||||
August J. Moretti
|
321,850 | 295,531 | * | |||||||||
Peter D. Staple
|
219,556 | 137,054 | * | |||||||||
David B. Zenoff
|
184,152 | 162,054 | * | |||||||||
Karen A. Dawes
|
157,719 | 147,054 | * | |||||||||
Srinivas G. Rao, MD
|
86,072 | 79,163 | * | |||||||||
R. Scott Shively
|
82,261 | 79,531 | * | |||||||||
Samuel R. Saks, M.D.
|
75,784 | 72,887 | * | |||||||||
Vicente Anido, Jr., Ph.D.
|
72,056 | 69,554 | * | |||||||||
Louis J. Lavigne, Jr.
|
47,889 | 45,387 | * | |||||||||
All current directors & executive officers as a group (12 persons)
|
3,243,091 | 2,472,634 | 5.12 | % |
|
*Less than one percent
|
(1)
|
Except as otherwise indicated, the address of each beneficial owner listed in the table is Depomed, Inc., 7999 Gateway Blvd., Suite 300, Newark, California 94560.
|
(2)
|
Beneficial ownership of shares is determined in accordance with the rules of the SEC and generally includes any shares over which a person exercises sole or shared voting or investment power, or of which a person has the right to acquire ownership within 60 days. Percentage ownership is based on 60,913,101 shares of the Company’s common stock outstanding as of March 10, 2016. Shares of common stock subject to stock options and restricted stock units vesting on or before May 9, 2016 (within 60 days of March 10, 2016) are deemed to be outstanding and beneficially owned for purposes of computing the percentage ownership of such person but are not treated as outstanding for purposes of computing the percentage ownership of other persons. Except as otherwise noted, each person or entity has sole voting and investment power with respect to the shares shown. Unless otherwise noted, none of the shares shown as beneficially owned on this table are subject to pledge.
|
(3)
|
The address of BlackRock, Inc. is 55 East 52nd Street, New York, New York 10022.
|
(4)
|
Includes (i) 6,120,873 shares of common stock as to which BlackRock, Inc. has sole voting power and (ii) 6,249,132 shares of common stock as to which BlackRock, Inc. has sole dispositive power. This information was obtained from the Schedule 13G filed on January 8, 2016 with the SEC by BlackRock, Inc.
|
(5)
|
The address of Senvest Management, LLC is 540 Madison Avenue, 32nd Floor, New York, New York 10022. The address of Richard Mashaal (who is the managing member of the Senvest Management, LLC) is c/o Senvest Management, LLC is 540 Madison Avenue, 32nd Floor, New York, New York 10022.
|
(6)
|
Represents 4,385,852 shares of common stock as to which Senvest Management, LLC has shared voting and shared dispositive power. This information was obtained from the Schedule 13G/A filed on February 12, 2016 with the SEC by Senvest Management, LLC and Richard Mashaal.
|
(7)
|
The address of The Vanguard Group is 100 Vanguard Blvd., Malvern, Pennsylvania 19355.
|
(8)
|
Includes (i) 131,783 shares of common stock as to which The Vanguard Group has voting power, (ii) 4,063,048 shares of common stock as to which The Vanguard Group has sole dispositive power, (iii) 4,100 shares of common stock as to which The Vanguard Group has shared voting power and (iv) 132,183 shares of common stock as to which The Vanguard Group has shared dispositive power. This information was obtained from the Schedule 13G filed on February 11, 2016 with the SEC by The Vanguard Group.
|
(9)
|
The address of Invesco Ltd. is 1555 Peachtree Street NE, Atlanta, Georgia 30309.
|
(10)
|
Represents 3,564,579 shares of common stock as to which Invesco Ltd. has sole voting power and sole dispositive power. This information was obtained from the Schedule 13G filed on February 8, 2016 with the SEC by Invesco Ltd.
|
(11)
|
The address of Oak Ridge Investments, LLC is 10 LaSalle Street, Suite 1900, Chicago, Illinois 60603.
|
(12)
|
Includes (i) 2,832,156 shares of common stock as to which Oak Ridge Investments LLC has sole voting power, (ii) 2,987,318 shares of common stock as to which Oak Ridge Investments LLC has sole dispositive power and (iii) 57,603 shares of common stock as to which Oak Ridge Investments LLC has shared dispositive power. This information was obtained from the Schedule 13G filed on February 3, 2016 with the SEC by Oak Ridge Investments, LLC.
|
(13)
|
The address for Starboard Value LP is 777 Third Avenue, 18th Floor, New York, New York 10017.
|
(14)
|
Represents 5,640,000 shares of common stock as to which Starboard Value LP has sole voting power and sole dispositive power. This information was obtained from Schedule 13D filed on April 7, 2016 and Schedule 13D/A filed on April 12, 2016 by Starboard Value LP and certain of its affiliates.
|
(15)
|
Includes 221,306 shares of common stock held in Mr. Schoeneck’s family trust and over which Mr. Schoeneck has shared voting power and shared dispositive power.
|
|
·
|
Patrick McHugh
|
|
·
|
Jeffrey C. Smith
|
|
·
|
Steve Wolosky
|
Sincerely yours,
|
||
[insert signature blocks for the persons or entities within the Requesting Shareholder3 that collectively own (beneficially or of record) the shares covered by this Special Meeting Request Form]
|
||
Date:
|
||
1.
|
Arrange for the DTC participant holding your shares of Common Stock to:
|
|
·
|
fill out a DTC Instruction Letter and Cede & Co. Meeting Request with respect to your shares (in the forms attached as Exhibits B-1 and B-2 to the Solicitation Statement),
|
|
·
|
sign and date the DTC Instruction Letter and deliver it (along with the filled out Cede & Co. Meeting Request) to DTC,
|
|
·
|
once Cede & Co. executes the Cede & Co. Meeting Request, have it delivered back to you and
|
|
·
|
complete, sign and date a Verification Letter with respect to your shares (in the form attached as Exhibit C to the Solicitation Statement) and deliver it to you.
|
2.
|
Submit the following items to Okapi Partners LLC (“Okapi), proxy solicitor for Starboard, at 1212 Avenue of the Americas, 24th Floor, New York, NY 10036, toll-free: (877) 274-8654:
|
|
·
|
this signed and dated Special Meeting Request Form with Attachment A and Appendix 1 completed,
|
|
·
|
the completed, signed and dated Cede & Co. Meeting Request received as discussed above,
|
|
·
|
the completed, signed and dated Verification Letter received as discussed above, and
|
|
·
|
a completed, signed and dated WHITE Proxy Card in the form attached as Exhibit D to the Solicitation Statement.
|
1.
|
The name and address of the Requesting Shareholder, as they appear on the Company’s books, and the name and address of any beneficial owner are set forth below. 5
|
2.
|
The class or series and number of shares of Common Stock which (i) are owned of record by the Requested Shareholding and such beneficial owner as of the date of the Special Meeting Request Form and (ii) if such Requesting Shareholder is an entity, are beneficially owned by any Control Person as of the date of the Special Meeting Request Form are set forth below.
|
3.
|
The following is a description of any agreement, arrangement or understanding with respect to the Proposals to be proposed at the Special Meeting between or among the Requesting Shareholder, beneficial owner or Control Person and any other person, including without limitation any agreements that would be required to be disclosed pursuant to Item 5 or Item 6 of the Exchange Act Schedule 13D (regardless of whether the requirement to file a Schedule 13D is applicable)6:
|
4.
|
The following is a description of any agreement, arrangement or understanding (including without limitation any derivative or short positions, profit interests, options, hedging transactions, and borrowed or loaned shares) that has been entered into as of the date of the Special Meeting Request Form by, or on behalf of, the Requesting Shareholder, beneficial owner or Control Person, the effect or intent of which is to mitigate loss, manage risk or benefit from changes in the share price of any class or series of the Company’s stock, or maintain, increase or decrease the voting power of the Requesting Shareholder, beneficial owner or Control Person with respect to securities of the Company:
|
5.
|
All information relating to the Requesting Shareholder that is required to be disclosed in solicitations of proxies for election of directors in an election contest, or is otherwise required, in each case pursuant to and in accordance with Regulation 14A under the Exchange Act is set forth below, except as otherwise provided elsewhere in this Attachment A or the Special Meeting Request Form, which is incorporated by reference herein.
|
|
(a)
|
State the Requesting Shareholder’s present principal occupation or employment and the name, principal business and address of any corporation or other organization in which such employment is carried on.
|
|
(b)
|
State whether or not, during the past ten years, the Requesting Shareholder has been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) and, if so, give dates, nature of conviction, name and location of court, and penalty imposed or other disposition of the case.
|
|
(c)
|
State the amount of each class of any securities of the Company (other than those securities already disclosed above) which the Requesting Shareholder owns beneficially, directly or indirectly, or of record:
|
|
(d)
|
Appendix 1 (which is incorporated herein by reference as if set forth in full herein) sets forth information with respect to all securities of the Company purchased or sold by the Requesting Shareholder within the past two years.
|
|
(e)
|
If any part of the purchase price or market value of any of the shares referred to in Appendix 1 is represented by funds borrowed or otherwise obtained for the purpose of acquiring or holding such securities, so state and indicate the amount of the indebtedness as of the latest practicable date. If such funds were borrowed or obtained otherwise than pursuant to a margin account or bank loan in the regular course of business of a bank, broker or dealer, briefly describe the transaction, and state the names of the parties.
|
|
(f)
|
State whether or not the Requesting Shareholder is, or was within the past year, a party to any contract, arrangements or understandings with any person with respect to any securities of the Company, including, but not limited to joint ventures, loan or option arrangements, puts or calls, guarantees against loss or guarantees of profit, division of losses or profits, or the giving or withholding of proxies. If so, name the parties to such contracts, arrangements or understandings and give the details thereof.
|
|
(g)
|
State the amount of securities of the Company owned beneficially, directly or indirectly, by each of the Requesting Shareholder’s associates and the name and address of each such associate. For purposes of this Special Meeting Request Form, “associate” means (a) any corporation or organization of which any the Requesting Shareholder (or any person or entity within the Requesting Shareholder) is an officer or partner or is, directly or indirectly, the beneficial owner of 10 percent or more of any class of equity securities, (b) any trust or other estate in which the Requesting Shareholder (or any person or entity within the Requesting Shareholder) has a substantial beneficial interest or as to which the Requesting Shareholder (or any person or entity within the Requesting Shareholder) serves as trustee or in a similar fiduciary capacity, and (c) any relative or spouse of the Requesting Shareholder (or any person or entity within the Requesting Shareholder), or any relative of such spouse, who has the same home as the Requesting Shareholder (or any person or entity within the Requesting Shareholder) or who is a director or officer of the Company or any of its parents or subsidiaries.
|
|
(h)
|
State the amount of each class of securities of any subsidiary of the Company which the Requesting Shareholder owns beneficially, directly or indirectly.
|
|
(i)
|
Describe any transaction, since January 1, 2015, or any currently proposed transaction, in which the Company was or is to be a participant and the amount involved exceeds $120,000, and in which the Requesting Shareholder or any of its associates had or will have a direct or indirect material interest. If there are any such transactions, disclose the information that would be required by Item 404(a) of Regulation S-K under the Exchange Act with respect to those transactions.
|
|
(j)
|
State whether or not the Requesting Shareholder or any associates of the Requesting Shareholder have any arrangement or understanding with any person with respect to any future (x) employment by the Company or its affiliates; or (y) transactions to which the Company or any of its affiliates will or may be a party.
|
|
(k)
|
Describe briefly any substantial interest, direct or indirect, by security holdings or otherwise, of the Requesting Shareholder in any matter to be acted upon at the Special Meeting to the extent not already disclosed elsewhere herein.
|
|
(l)
|
State any material proceedings in which the Requesting Shareholder or any of his or its associates is a party adverse to the Company or any of its subsidiaries or has a material interest adverse to the Company or any of its subsidiaries.
|
|
Trade Date
|
Buy/Sell
|
Quantity
|
Security
|
||||
|
·
|
RE:
|
Depomed, Inc. Common Stock, no par value (CUSIP number 249908104)
|
|
(DTC Participant account number: )
|
1.
|
The number of shares credited to our DTC Participant account that are beneficially owned by our customer.
|
2.
|
There have been no prior requests to DTC and Cede & Co. for the execution of a request similar to the attached Cede & Co. Meeting Request with respect to the shares referred to herein credited to our DTC participant for such customer; and
|
3.
|
The purposes for the call of the special meeting are as stated in the attached Cede & Co. Meeting Request.
|
Very truly yours,
|
||
PARTICIPANT NAME:
|
||
By:
|
||
(manual signature of authorized person)
|
||
Name:
|
||
Title:
|
||
Very truly yours,
|
||||
Cede & Co
|
||||
Dated:
|
BY:
|
|||
Attn:
|
Matthew M. Gosling
|
|
Senior Vice President, General Counsel and Secretary
|
|
Re:
|
Shareholder Request to Set a Request Record Date for Determining Shareholders Entitled to Request a Special Meeting of Shareholders of Depomed, Inc. (the “Company”)
|
|
i.
|
each Participant is not, nor was within the past year, a party to any contract, arrangement or understanding with any person with respect to any securities of the Company, including, but not limited to, joint ventures, loan or option arrangements, puts or calls, guarantees against loss or guarantees of profit, division of losses or profits, or the giving or withholding of proxies;
|
|
ii.
|
(a) each Participant has no position or office with the Company, and has no agreement, arrangement or understanding with any other person pursuant to which he or she may serve as a nominee; (b) neither such Participant nor any of its, his or her “associates” (which term, for purposes of this Notice, shall have the meaning ascribed thereto in Rule 14a-1 of Regulation 14A of the Exchange Act) is a party to any agreement, arrangement or understanding with any person with respect to (1) any future employment by the Company or its affiliates or (2) any future transactions to which the Company or any of its affiliates will or may be a party; (c) there were no transactions since January 1, 2015, nor are there any currently proposed, involving such Participant or any of his or her associates in which the Company was or is to be a participant and in which such Participant, any of its, his or her associates, or any of their respective immediate family members or any persons sharing their respective households, have or will have a direct or indirect material interest that would require disclosure under Item 404(a) of Regulation S-K under the Securities Act of 1933, as amended (“Regulation S-K”); and (d) there are no material proceedings to which any Participant or any of his or her associates is a party adverse to the Company or any of its subsidiaries or has a material interest adverse to the Company or any of its subsidiaries;
|
|
iii.
|
(a) each Participant and each of its, his or her associates is not a record owner or direct or indirect beneficial owner of any securities of the Company or any parent or subsidiary of the Company; and (b) each Participant has not purchased or sold any securities of the Company in the last two (2) years;
|
|
iv.
|
neither any Participant nor any of its, his or her associates has received any fees earned or paid in cash, stock awards, option awards, non-equity incentive plan compensation, changes in pension value or nonqualified deferred compensation earnings or any other compensation from the Company during the Company’s last completed fiscal year, or is subject to any other compensation arrangement described in Item 402 of Regulation S-K; and
|
|
v.
|
each Participant has not been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) in the past ten (10) years.
|
Very truly yours,
|
|
STARBOARD VALUE AND OPPORTUNITY MASTER FUND LTD
|
|
By:
|
/s/ Jeffrey C. Smith
|
Name: | Jeffrey C. Smith |
Title: | Authorized Signatory |
|
|
|
Name
|
Address
|
Starboard Value and Opportunity S LLC
(“Starboard S LLC”)
|
777 Third Avenue, 18th Floor
New York, New York 10017
|
Starboard Value and Opportunity C LP
(“Starboard C LP”)
|
777 Third Avenue, 18th Floor
New York, New York 10017
|
Starboard Value R LP
(“Starboard R LP”)
|
777 Third Avenue, 18th Floor
New York, New York 10017
|
Starboard Value R GP LLC
(“Starboard R GP”)
|
777 Third Avenue, 18th Floor
New York, New York 10017
|
Starboard Value LP
(“Starboard Value LP”)
|
777 Third Avenue, 18th Floor
New York, New York 10017
|
Starboard Value GP LLC
(“Starboard Value GP”)
|
777 Third Avenue, 18th Floor
New York, New York 10017
|
Starboard Principal Co LP
(“Principal Co”)
|
777 Third Avenue, 18th Floor
New York, New York 10017
|
Starboard Principal Co GP LLC
(“Principal GP”)
|
777 Third Avenue, 18th Floor
New York, New York 10017
|
Jeffrey C. Smith
|
777 Third Avenue, 18th Floor
New York, New York 10017
|
Mark R. Mitchell
|
777 Third Avenue, 18th Floor
New York, New York 10017
|
Peter A. Feld
|
777 Third Avenue, 18th Floor
New York, New York 10017
|
Name
|
Class
|
Beneficial Ownership
|
Starboard
|
Common Stock, no par value
|
4,636,387 shares of Common Stock owned directly, 1,000 shares of which are held in record name
|
In addition, the following affiliates of Starboard and Control Persons may be deemed to beneficially own the class and number of shares of the Company as follows:
|
||
Starboard S LLC
|
Common Stock, no par value
|
548,714 shares of Common Stock owned directly
|
Starboard C LP
|
Common Stock, no par value
|
304,821 shares of Common Stock owned directly
|
Starboard R LP
|
Common Stock, no par value
|
304,821 shares of Common Stock (consisting of shares of Common Stock owned directly by Starboard C LP)
|
Starboard R GP
|
Common Stock, no par value
|
304,821 shares of Common Stock (consisting of shares of Common Stock owned directly by Starboard C LP)
|
Starboard Value LP
|
Common Stock, no par value
|
6,015,000 shares of Common Stock (consisting of shares of Common Stock owned directly by Starboard, Starboard S LLC, Starboard C LP, and 525,078 shares of Common Stock held in a certain account managed by Starboard Value LP (the “Starboard Value LP Account”))
|
Starboard Value GP
|
Common Stock, no par value
|
6,015,000 shares of Common Stock (consisting of shares of Common Stock owned directly by Starboard, Starboard S LLC, Starboard C LP, and 525,078 shares of Common Stock held in the Starboard Value LP Account)
|
Principal Co
|
Common Stock, no par value
|
6,015,000 shares of Common Stock (consisting of shares of Common Stock owned directly by Starboard, Starboard S LLC, Starboard C LP, and 525,078 shares of Common Stock held in the Starboard Value LP Account)
|
Principal GP
|
Common Stock, no par value
|
6,015,000 shares of Common Stock (consisting of shares of Common Stock owned directly by Starboard, Starboard S LLC, Starboard C LP, and 525,078 shares of Common Stock held in the Starboard Value LP Account)
|
Jeffrey C. Smith
|
Common Stock, no par value
|
6,015,000 shares of Common Stock (consisting of shares of Common Stock owned directly by Starboard, Starboard S LLC, Starboard C LP, and 525,078 shares of Common Stock held in the Starboard Value LP Account)
|
Mark R. Mitchell
|
Common Stock, no par value
|
6,015,000 shares of Common Stock (consisting of shares of Common Stock owned directly by Starboard, Starboard S LLC, Starboard C LP and 525,078 shares of Common Stock held in the Starboard Value LP Account)
|
Peter A. Feld
|
Common Stock, no par value
|
6,015,000 shares of Common Stock (consisting of shares of Common Stock owned directly by Starboard, Starboard S LLC, Starboard C LP, and 525,078 shares of Common Stock held in the Starboard Value LP Account)
|
Name
|
Age
|
Address
|
John J. Delucca
|
73
|
314 Ardmore Road
Ho-Ho-Kus, New Jersey 07423
|
James P. Fogarty
|
47
|
14 Old Roaring Brook Road
Mount Kisco, New York 10549
|
Peter A. Lankau
|
63
|
P.O. Box 827
Gwynedd Valley, Pennsylvania 19437
|
Gavin T. Molinelli
|
32
|
c/o Starboard Value LP
777 Third Avenue, 18th Floor
New York, New York 10017
|
Mary K. Pendergast
|
65
|
4328 Yuma Street, NW
Washington, DC 20016
|
Jeffrey C. Smith
|
43
|
c/o Starboard Value LP
777 Third Avenue, 18th Floor
New York, New York 10017
|
Attn:
|
Matthew M. Gosling, Senior Vice President
|
|
General Counsel and Secretary
|
Attn:
|
Matthew M. Gosling, Senior Vice President
|
|
General Counsel and Secretary
|
Attn:
|
Matthew M. Gosling, Senior Vice President
|
|
General Counsel and Secretary
|
Attn:
|
Matthew M. Gosling, Senior Vice President
|
|
General Counsel and Secretary
|
Attn:
|
Matthew M. Gosling, Senior Vice President
|
|
General Counsel and Secretary
|
Attn:
|
Matthew M. Gosling, Senior Vice President
|
|
General Counsel and Secretary
|
Nature of the Transaction
|
Amount of Securities
Purchased/(Sold)
|
Price Per
Share($)
|
Date of
Purchase/Sale
|
Purchase of Common Stock
|
132,414
|
17.6529
|
02/17/2016
|
Purchase of Common Stock
|
21,970
|
17.6529
|
02/17/2016
|
Purchase of Common Stock
|
103,538
|
17.7736
|
02/17/2016
|
Purchase of Common Stock
|
17,179
|
17.7736
|
02/17/2016
|
Purchase of Common Stock
|
77,793
|
17.5921
|
02/18/2016
|
Purchase of Common Stock
|
12,907
|
17.5921
|
02/18/2016
|
Purchase of Common Stock
|
168,024
|
17.7131
|
02/18/2016
|
Purchase of Common Stock
|
27,878
|
17.7131
|
02/18/2016
|
Purchase of Common Stock
|
102,621
|
17.1220
|
02/19/2016
|
Purchase of Common Stock
|
17,027
|
17.1220
|
02/19/2016
|
Purchase of Common Stock
|
143,887
|
17.2820
|
02/19/2016
|
Purchase of Common Stock
|
23,874
|
17.2820
|
02/19/2016
|
Purchase of Common Stock
|
2,648
|
16.7105
|
02/22/2016
|
Purchase of Common Stock
|
439
|
16.7105
|
02/22/2016
|
Purchase of Common Stock
|
109,062
|
17.2221
|
02/22/2016
|
Purchase of Common Stock
|
18,096
|
17.2221
|
02/22/2016
|
Purchase of Common Stock
|
234,372
|
16.2678
|
02/23/2016
|
Purchase of Common Stock
|
38,887
|
16.2678
|
02/23/2016
|
Purchase of Common Stock
|
343,627
|
16.3576
|
02/23/2016
|
Purchase of Common Stock
|
57,014
|
16.3576
|
02/23/2016
|
Purchase of Common Stock
|
29,793
|
16.4576
|
02/24/2016
|
Purchase of Common Stock
|
4,943
|
16.4576
|
02/24/2016
|
Purchase of Common Stock
|
122,058
|
16.7709
|
02/24/2016
|
Purchase of Common Stock
|
20,252
|
16.7709
|
02/24/2016
|
Purchase of Common Stock
|
85,337
|
16.9765
|
02/24/2016
|
Purchase of Common Stock
|
14,159
|
16.9765
|
02/24/2016
|
Purchase of Common Stock
|
114,737
|
17.0567
|
02/24/2016
|
Purchase of Common Stock
|
19,037
|
17.0567
|
02/24/2016
|
Purchase of Common Stock
|
77,728
|
16.8913
|
02/25/2016
|
Purchase of Common Stock
|
12,896
|
16.8913
|
02/25/2016
|
Purchase of Common Stock
|
88,915
|
16.9160
|
02/25/2016
|
Purchase of Common Stock
|
14,753
|
16.9160
|
02/25/2016
|
Purchase of Cash-Settled Total Return Swap
|
215,173
|
16.2400
|
03/14/2016
|
Sale of Common Stock
|
(215,173)
|
16.2400
|
03/14/2016
|
Purchase of Cash-Settled Total Return Swap
|
35,701
|
16.2400
|
03/14/2016
|
Sale of Common Stock
|
(35,701)
|
16.2400
|
03/14/2016
|
Purchase of Cash-Settled Total Return Swap
|
397,242
|
14.3200
|
03/15/2016
|
Sale of Common Stock
|
(397,242)
|
14.3200
|
03/15/2016
|
Purchase of Cash-Settled Total Return Swap
|
65,910
|
14.3200
|
03/15/2016
|
Sale of Common Stock
|
(65,910)
|
14.3200
|
03/15/2016
|
Purchase of Cash-Settled Total Return Swap
|
264,828
|
14.1800
|
03/16/2016
|
Sale of Common Stock
|
(264,828)
|
14.1800
|
03/16/2016
|
Purchase of Cash-Settled Total Return Swap
|
43,940
|
14.1800
|
03/16/2016
|
Sale of Common Stock
|
(43,940)
|
14.1800
|
03/16/2016
|
Purchase of Common Stock
|
66,207
|
14.3005
|
03/16/2016
|
Purchase of Common Stock
|
10,998
|
14.3005
|
03/16/2016
|
Purchase of Cash-Settled Total Return Swap
|
331,035
|
13.1400
|
03/23/2016
|
Sale of Common Stock
|
(331,035)
|
13.1400
|
03/23/2016
|
Purchase of Cash-Settled Total Return Swap
|
54,929
|
13.1400
|
03/23/2016
|
Sale of Common Stock
|
(54,929)
|
13.1400
|
03/23/2016
|
Purchase of Common Stock
|
51,024
|
12.8585
|
03/28/2016
|
Purchase of Common Stock
|
8,476
|
12.8585
|
03/28/2016
|
Purchase of Common Stock
|
84,414
|
12.9035
|
03/28/2016
|
Purchase of Common Stock
|
14,022
|
12.9035
|
03/28/2016
|
Purchase of Common Stock
|
129,390
|
13.0099
|
03/28/2016
|
Purchase of Common Stock
|
21,494
|
13.0099
|
03/28/2016
|
Purchase of Common Stock
|
132,414
|
13.0570
|
03/28/2016
|
Purchase of Common Stock
|
21,996
|
13.0570
|
03/28/2016
|
Purchase of Common Stock
|
160,869
|
13.3299
|
03/29/2016
|
Purchase of Common Stock
|
26,723
|
13.3299
|
03/29/2016
|
Purchase of Common Stock
|
19,549
|
13.6190
|
03/29/2016
|
Purchase of Common Stock
|
3,248
|
13.6190
|
03/29/2016
|
Purchase of Common Stock
|
84,411
|
13.6683
|
03/29/2016
|
Purchase of Common Stock
|
14,022
|
13.6683
|
03/29/2016
|
Purchase of Common Stock
|
215,173
|
13.8664
|
03/30/2016
|
Purchase of Common Stock
|
35,743
|
13.8664
|
03/30/2016
|
Purchase of Common Stock
|
115,862
|
13.8972
|
03/30/2016
|
Purchase of Common Stock
|
19,247
|
13.8972
|
03/30/2016
|
Purchase of Common Stock
|
3,255
|
13.8379
|
03/31/2016
|
Purchase of Common Stock
|
541
|
13.8379
|
03/31/2016
|
Purchase of Common Stock
|
62,952
|
13.9158
|
03/31/2016
|
Purchase of Common Stock
|
10,457
|
13.9158
|
03/31/2016
|
Purchase of Common Stock
|
99,311
|
13.9499
|
03/31/2016
|
Purchase of Common Stock
|
16,497
|
13.9499
|
03/31/2016
|
Purchase of Common Stock
|
3,284
|
14.2550
|
04/01/2016
|
Purchase of Common Stock
|
548
|
14.2550
|
04/01/2016
|
Purchase of Common Stock
|
45,979
|
14.2942
|
04/01/2016
|
Purchase of Common Stock
|
7,662
|
14.2942
|
04/01/2016
|
Purchase of Common Stock
|
59,117
|
14.6321
|
04/04/2016
|
Purchase of Common Stock
|
9,852
|
14.6321
|
04/04/2016
|
Purchase of Common Stock
|
22,990
|
14.6433
|
04/04/2016
|
Purchase of Common Stock
|
3,831
|
14.6433
|
04/04/2016
|
Purchase of Common Stock
|
124,802
|
14.7389
|
04/04/2016
|
Purchase of Common Stock
|
20,798
|
14.7389
|
04/04/2016
|
Purchase of Common Stock
|
52,548
|
13.9396
|
04/05/2016
|
Purchase of Common Stock
|
8,757
|
13.9396
|
04/05/2016
|
Purchase of Common Stock
|
28,836
|
13.9676
|
04/05/2016
|
Purchase of Common Stock
|
4,805
|
13.9676
|
04/05/2016
|
Purchase of Common Stock
|
214,199
|
14.1165
|
04/05/2016
|
Purchase of Common Stock
|
35,695
|
14.1165
|
04/05/2016
|
Purchase of Common Stock
|
29,558
|
13.8688
|
04/06/2016
|
Purchase of Common Stock
|
4,926
|
13.8688
|
04/06/2016
|
Purchase of Common Stock
|
118,233
|
14.2744
|
04/06/2016
|
Purchase of Common Stock
|
19,703
|
14.2744
|
04/06/2016
|
Purchase of Common Stock
|
82,106
|
14.5451
|
04/06/2016
|
Purchase of Common Stock
|
13,682
|
14.5451
|
04/06/2016
|
Purchase of Common Stock
|
32,843
|
14.9907
|
04/07/2016
|
Purchase of Common Stock
|
231,725
|
15.1026
|
04/07/2016
|
Sale of Cash-Settled Total Return Swap
|
(231,725)
|
15.0850
|
04/07/2016
|
Purchase of Common Stock
|
5,473
|
14.9907
|
04/07/2016
|
Purchase of Common Stock
|
38,448
|
15.1026
|
04/07/2016
|
Sale of Cash-Settled Total Return Swap
|
(38,448)
|
15.0850
|
04/07/2016
|
Sale of Cash-Settled Total Return Swap
|
(264,828)
|
16.8500
|
04/08/2016
|
Purchase of Common Stock
|
264,828
|
16.8392
|
04/08/2016
|
Sale of Cash-Settled Total Return Swap
|
(43,941)
|
16.8500
|
04/08/2016
|
Purchase of Common Stock
|
43,941
|
16.8392
|
04/08/2016
|
Sale of Cash-Settled Total Return Swap
|
(198,621)
|
16.5800
|
04/11/2016
|
Purchase of Common Stock
|
198,621
|
16.5673
|
04/11/2016
|
Sale of Cash-Settled Total Return Swap
|
(32,956)
|
16.5800
|
04/11/2016
|
Purchase of Common Stock
|
32,956
|
16.5673
|
04/11/2016
|
Sale of Cash-Settled Total Return Swap
|
(264,828)
|
15.7600
|
04/12/2016
|
Purchase of Common Stock
|
264,828
|
15.7509
|
04/12/2016
|
Sale of Cash-Settled Total Return Swap
|
(43,941)
|
15.7600
|
04/12/2016
|
Purchase of Common Stock
|
43,941
|
15.7509
|
04/12/2016
|
Purchase of Common Stock
|
99,310
|
16.2296
|
04/13/2016
|
Sale of Cash-Settled Total Return Swap
|
(99,310)
|
16.2400
|
04/13/2016
|
Purchase of Common Stock
|
16,478
|
16.2296
|
04/13/2016
|
Sale of Cash-Settled Total Return Swap
|
(16,478)
|
16.2400
|
04/13/2016
|
Purchase of Common Stock
|
148,966
|
16.2695
|
04/14/2016
|
Sale of Cash-Settled Total Return Swap
|
(148,966)
|
16.2600
|
04/14/2016
|
Purchase of Common Stock
|
24,716
|
16.2695
|
04/14/2016
|
Sale of Cash-Settled Total Return Swap
|
(24,716)
|
16.2600
|
04/14/2016
|
Purchase of Common Stock
|
15,660
|
17.6529
|
02/17/2016
|
Purchase of Common Stock
|
2,600
|
17.6529
|
02/17/2016
|
Purchase of Common Stock
|
12,245
|
17.7736
|
02/17/2016
|
Purchase of Common Stock
|
2,033
|
17.7736
|
02/17/2016
|
Purchase of Common Stock
|
9,200
|
17.5921
|
02/18/2016
|
Purchase of Common Stock
|
1,528
|
17.5921
|
02/18/2016
|
Purchase of Common Stock
|
19,871
|
17.7131
|
02/18/2016
|
Purchase of Common Stock
|
3,299
|
17.7131
|
02/18/2016
|
Purchase of Common Stock
|
12,136
|
17.1220
|
02/19/2016
|
Purchase of Common Stock
|
2,015
|
17.1220
|
02/19/2016
|
Purchase of Common Stock
|
17,017
|
17.2820
|
02/19/2016
|
Purchase of Common Stock
|
2,825
|
17.2820
|
02/19/2016
|
Purchase of Common Stock
|
313
|
16.7105
|
02/22/2016
|
Purchase of Common Stock
|
52
|
16.7105
|
02/22/2016
|
Purchase of Common Stock
|
12,898
|
17.2221
|
02/22/2016
|
Purchase of Common Stock
|
2,141
|
17.2221
|
02/22/2016
|
Purchase of Common Stock
|
27,718
|
16.2678
|
02/23/2016
|
Purchase of Common Stock
|
4,602
|
16.2678
|
02/23/2016
|
Purchase of Common Stock
|
40,639
|
16.3576
|
02/23/2016
|
Purchase of Common Stock
|
6,747
|
16.3576
|
02/23/2016
|
Purchase of Common Stock
|
3,523
|
16.4576
|
02/24/2016
|
Purchase of Common Stock
|
585
|
16.4576
|
02/24/2016
|
Purchase of Common Stock
|
14,435
|
16.7709
|
02/24/2016
|
Purchase of Common Stock
|
2,397
|
16.7709
|
02/24/2016
|
Purchase of Common Stock
|
10,092
|
16.9765
|
02/24/2016
|
Purchase of Common Stock
|
1,676
|
16.9765
|
02/24/2016
|
Purchase of Common Stock
|
13,569
|
17.0567
|
02/24/2016
|
Purchase of Common Stock
|
2,253
|
17.0567
|
02/24/2016
|
Purchase of Common Stock
|
9,192
|
16.8913
|
02/25/2016
|
Purchase of Common Stock
|
1,526
|
16.8913
|
02/25/2016
|
Purchase of Common Stock
|
10,516
|
16.9160
|
02/25/2016
|
Purchase of Common Stock
|
1,746
|
16.9160
|
02/25/2016
|
Purchase of Cash-Settled Total Return Swap
|
25,447
|
16.2400
|
03/14/2016
|
Sale of Common Stock
|
(25,447)
|
16.2400
|
03/14/2016
|
Purchase of Cash-Settled Total Return Swap
|
4,225
|
16.2400
|
03/14/2016
|
Sale of Common Stock
|
(4,225)
|
16.2400
|
03/14/2016
|
Purchase of Cash-Settled Total Return Swap
|
46,979
|
14.3200
|
03/15/2016
|
Sale of Common Stock
|
(46,979)
|
14.3200
|
03/15/2016
|
Purchase of Cash-Settled Total Return Swap
|
7,800
|
14.3200
|
03/15/2016
|
Sale of Common Stock
|
(7,800)
|
14.3200
|
03/15/2016
|
Purchase of Cash-Settled Total Return Swap
|
31,320
|
14.1800
|
03/16/2016
|
Sale of Common Stock
|
(31,320)
|
14.1800
|
03/16/2016
|
Purchase of Cash-Settled Total Return Swap
|
5,200
|
14.1800
|
03/16/2016
|
Sale of Common Stock
|
(5,200)
|
14.1800
|
03/16/2016
|
Purchase of Common Stock
|
7,743
|
14.3005
|
03/16/2016
|
Purchase of Common Stock
|
1,287
|
14.3005
|
03/16/2016
|
Purchase of Cash-Settled Total Return Swap
|
39,124
|
13.1400
|
03/23/2016
|
Sale of Common Stock
|
(39,124)
|
13.1400
|
03/23/2016
|
Purchase of Cash-Settled Total Return Swap
|
6,496
|
13.1400
|
03/23/2016
|
Sale of Common Stock
|
(6,496)
|
13.1400
|
03/23/2016
|
Purchase of Common Stock
|
5,967
|
12.8585
|
03/28/2016
|
Purchase of Common Stock
|
992
|
12.8585
|
03/28/2016
|
Purchase of Common Stock
|
9,872
|
12.9035
|
03/28/2016
|
Purchase of Common Stock
|
1,641
|
12.9035
|
03/28/2016
|
Purchase of Common Stock
|
15,132
|
13.0099
|
03/28/2016
|
Purchase of Common Stock
|
2,515
|
13.0099
|
03/28/2016
|
Purchase of Common Stock
|
15,486
|
13.0570
|
03/28/2016
|
Purchase of Common Stock
|
2,574
|
13.0570
|
03/28/2016
|
Purchase of Common Stock
|
18,814
|
13.3299
|
03/29/2016
|
Purchase of Common Stock
|
3,127
|
13.3299
|
03/29/2016
|
Purchase of Common Stock
|
2,286
|
13.6190
|
03/29/2016
|
Purchase of Common Stock
|
380
|
13.6190
|
03/29/2016
|
Purchase of Common Stock
|
9,872
|
13.6683
|
03/29/2016
|
Purchase of Common Stock
|
1,641
|
13.6683
|
03/29/2016
|
Purchase of Common Stock
|
25,165
|
13.8664
|
03/30/2016
|
Purchase of Common Stock
|
4,183
|
13.8664
|
03/30/2016
|
Purchase of Common Stock
|
13,550
|
13.8972
|
03/30/2016
|
Purchase of Common Stock
|
2,252
|
13.8972
|
03/30/2016
|
Purchase of Common Stock
|
381
|
13.8379
|
03/31/2016
|
Purchase of Common Stock
|
63
|
13.8379
|
03/31/2016
|
Purchase of Common Stock
|
7,362
|
13.9158
|
03/31/2016
|
Purchase of Common Stock
|
1,224
|
13.9158
|
03/31/2016
|
Purchase of Common Stock
|
11,614
|
13.9499
|
03/31/2016
|
Purchase of Common Stock
|
1,930
|
13.9499
|
03/31/2016
|
Purchase of Common Stock
|
396
|
14.2550
|
04/01/2016
|
Purchase of Common Stock
|
66
|
14.2550
|
04/01/2016
|
Purchase of Common Stock
|
5,542
|
14.2942
|
04/01/2016
|
Purchase of Common Stock
|
928
|
14.2942
|
04/01/2016
|
Purchase of Common Stock
|
7,125
|
14.6321
|
04/04/2016
|
Purchase of Common Stock
|
1,193
|
14.6321
|
04/04/2016
|
Purchase of Common Stock
|
2,771
|
14.6433
|
04/04/2016
|
Purchase of Common Stock
|
464
|
14.6433
|
04/04/2016
|
Purchase of Common Stock
|
15,042
|
14.7389
|
04/04/2016
|
Purchase of Common Stock
|
2,519
|
14.7389
|
04/04/2016
|
Purchase of Common Stock
|
6,334
|
13.9396
|
04/05/2016
|
Purchase of Common Stock
|
1,061
|
13.9396
|
04/05/2016
|
Purchase of Common Stock
|
3,475
|
13.9676
|
04/05/2016
|
Purchase of Common Stock
|
582
|
13.9676
|
04/05/2016
|
Purchase of Common Stock
|
25,817
|
14.1165
|
04/05/2016
|
Purchase of Common Stock
|
4,324
|
14.1165
|
04/05/2016
|
Purchase of Common Stock
|
3,563
|
13.8688
|
04/06/2016
|
Purchase of Common Stock
|
597
|
13.8688
|
04/06/2016
|
Purchase of Common Stock
|
14,251
|
14.2744
|
04/06/2016
|
Purchase of Common Stock
|
2,387
|
14.2744
|
04/06/2016
|
Purchase of Common Stock
|
9,896
|
14.5451
|
04/06/2016
|
Purchase of Common Stock
|
1,658
|
14.5451
|
04/06/2016
|
Purchase of Common Stock
|
3,958
|
14.9907
|
04/07/2016
|
Purchase of Common Stock
|
27,400
|
15.1026
|
04/07/2016
|
Sale of Cash-Settled Total Return Swap
|
(27,400)
|
15.0850
|
04/07/2016
|
Purchase of Common Stock
|
663
|
14.9907
|
04/07/2016
|
Purchase of Common Stock
|
4,549
|
15.1026
|
04/07/2016
|
Sale of Cash-Settled Total Return Swap
|
(4,549)
|
15.0850
|
04/07/2016
|
Sale of Cash-Settled Total Return Swap
|
(31,314)
|
16.8500
|
04/08/2016
|
Purchase of Common Stock
|
31,314
|
16.8392
|
04/08/2016
|
Sale of Cash-Settled Total Return Swap
|
(5,199)
|
16.8500
|
04/08/2016
|
Purchase of Common Stock
|
5,199
|
16.8392
|
04/08/2016
|
Sale of Cash-Settled Total Return Swap
|
(23,485)
|
16.5800
|
04/11/2016
|
Purchase of Common Stock
|
23,485
|
16.5673
|
04/11/2016
|
Sale of Cash-Settled Total Return Swap
|
(3,899)
|
16.5800
|
04/11/2016
|
Purchase of Common Stock
|
3,899
|
16.5673
|
04/11/2016
|
Sale of Cash-Settled Total Return Swap
|
(31,314)
|
15.7600
|
04/12/2016
|
Purchase of Common Stock
|
31,314
|
15.7509
|
04/12/2016
|
Sale of Cash-Settled Total Return Swap
|
(5,199)
|
15.7600
|
04/12/2016
|
Purchase of Common Stock
|
5,199
|
15.7509
|
04/12/2016
|
Purchase of Common Stock
|
11,743
|
16.2296
|
04/13/2016
|
Sale of Cash-Settled Total Return Swap
|
(11,743)
|
16.2400
|
04/13/2016
|
Purchase of Common Stock
|
1,950
|
16.2296
|
04/13/2016
|
Sale of Cash-Settled Total Return Swap
|
(1,950)
|
16.2400
|
04/13/2016
|
Purchase of Common Stock
|
17,614
|
16.2695
|
04/14/2016
|
Sale of Cash-Settled Total Return Swap
|
(17,614)
|
16.2600
|
04/14/2016
|
Purchase of Common Stock
|
2,925
|
16.2695
|
04/14/2016
|
Sale of Cash-Settled Total Return Swap
|
(2,925)
|
16.2600
|
04/14/2016
|
Purchase of Common Stock
|
8,700
|
17.6529
|
02/17/2016
|
Purchase of Common Stock
|
1,430
|
17.6529
|
02/17/2016
|
Purchase of Common Stock
|
6,803
|
17.7736
|
02/17/2016
|
Purchase of Common Stock
|
1,118
|
17.7736
|
02/17/2016
|
Purchase of Common Stock
|
5,111
|
17.5921
|
02/18/2016
|
Purchase of Common Stock
|
840
|
17.5921
|
02/18/2016
|
Purchase of Common Stock
|
11,040
|
17.7131
|
02/18/2016
|
Purchase of Common Stock
|
1,815
|
17.7131
|
02/18/2016
|
Purchase of Common Stock
|
6,743
|
17.1220
|
02/19/2016
|
Purchase of Common Stock
|
1,108
|
17.1220
|
02/19/2016
|
Purchase of Common Stock
|
9,453
|
17.2820
|
02/19/2016
|
Purchase of Common Stock
|
1,554
|
17.2820
|
02/19/2016
|
Purchase of Common Stock
|
174
|
16.7105
|
02/22/2016
|
Purchase of Common Stock
|
29
|
16.7105
|
02/22/2016
|
Purchase of Common Stock
|
7,166
|
17.2221
|
02/22/2016
|
Purchase of Common Stock
|
1,178
|
17.2221
|
02/22/2016
|
Purchase of Common Stock
|
15,399
|
16.2678
|
02/23/2016
|
Purchase of Common Stock
|
2,531
|
16.2678
|
02/23/2016
|
Purchase of Common Stock
|
22,578
|
16.3576
|
02/23/2016
|
Purchase of Common Stock
|
3,711
|
16.3576
|
02/23/2016
|
Purchase of Common Stock
|
1,958
|
16.4576
|
02/24/2016
|
Purchase of Common Stock
|
322
|
16.4576
|
02/24/2016
|
Purchase of Common Stock
|
8,020
|
16.7709
|
02/24/2016
|
Purchase of Common Stock
|
1,318
|
16.7709
|
02/24/2016
|
Purchase of Common Stock
|
5,607
|
16.9765
|
02/24/2016
|
Purchase of Common Stock
|
921
|
16.9765
|
02/24/2016
|
Purchase of Common Stock
|
7,539
|
17.0567
|
02/24/2016
|
Purchase of Common Stock
|
1,239
|
17.0567
|
02/24/2016
|
Purchase of Common Stock
|
5,107
|
16.8913
|
02/25/2016
|
Purchase of Common Stock
|
840
|
16.8913
|
02/25/2016
|
Purchase of Common Stock
|
5,842
|
16.9160
|
02/25/2016
|
Purchase of Common Stock
|
960
|
16.9160
|
02/25/2016
|
Purchase of Cash-Settled Total Return Swap
|
14,138
|
16.2400
|
03/14/2016
|
Purchase of Cash-Settled Total Return Swap
|
2,324
|
16.2400
|
03/14/2016
|
Sale of Common Stock
|
(14,138)
|
16.2400
|
03/14/2016
|
Sale of Common Stock
|
(2,324)
|
16.2400
|
03/14/2016
|
Purchase of Cash-Settled Total Return Swap
|
26,101
|
14.3200
|
03/15/2016
|
Purchase of Cash-Settled Total Return Swap
|
4,290
|
14.3200
|
03/15/2016
|
Sale of Common Stock
|
(26,101)
|
14.3200
|
03/15/2016
|
Sale of Common Stock)
|
(4,290)
|
14.3200
|
03/15/2016
|
Purchase of Cash-Settled Total Return Swap
|
17,400
|
14.1800
|
03/16/2016
|
Purchase of Cash-Settled Total Return Swap
|
2,860
|
14.1800
|
03/16/2016
|
Sale of Common Stock
|
(17,400)
|
14.1800
|
03/16/2016
|
Sale of Common Stock
|
(2,860)
|
14.1800
|
03/16/2016
|
Purchase of Common Stock
|
4,350
|
14.3005
|
03/16/2016
|
Purchase of Common Stock
|
715
|
14.3005
|
03/16/2016
|
Purchase of Cash-Settled Total Return Swap
|
21,750
|
13.1400
|
03/23/2016
|
Purchase of Cash-Settled Total Return Swap
|
3,575
|
13.1400
|
03/23/2016
|
Sale of Common Stock
|
(21,750)
|
13.1400
|
03/23/2016
|
Sale of Common Stock
|
(3,575)
|
13.1400
|
03/23/2016
|
Purchase of Common Stock
|
3,353
|
12.8585
|
03/28/2016
|
Purchase of Common Stock
|
551
|
12.8585
|
03/28/2016
|
Purchase of Common Stock
|
5,546
|
12.9035
|
03/28/2016
|
Purchase of Common Stock
|
912
|
12.9035
|
03/28/2016
|
Purchase of Common Stock
|
8,501
|
13.0099
|
03/28/2016
|
Purchase of Common Stock
|
1,397
|
13.0099
|
03/28/2016
|
Purchase of Common Stock
|
8,700
|
13.0570
|
03/28/2016
|
Purchase of Common Stock
|
1,430
|
13.0570
|
03/28/2016
|
Purchase of Common Stock
|
10,569
|
13.3299
|
03/29/2016
|
Purchase of Common Stock
|
1,737
|
13.3299
|
03/29/2016
|
Purchase of Common Stock
|
1,284
|
13.6190
|
03/29/2016
|
Purchase of Common Stock
|
211
|
13.6190
|
03/29/2016
|
Purchase of Common Stock
|
5,546
|
13.6683
|
03/29/2016
|
Purchase of Common Stock
|
911
|
13.6683
|
03/29/2016
|
Purchase of Common Stock
|
14,137
|
13.8664
|
03/30/2016
|
Purchase of Common Stock
|
2,324
|
13.8664
|
03/30/2016
|
Purchase of Common Stock
|
7,613
|
13.8972
|
03/30/2016
|
Purchase of Common Stock
|
1,251
|
13.8972
|
03/30/2016
|
Purchase of Common Stock
|
214
|
13.8379
|
03/31/2016
|
Purchase of Common Stock
|
35
|
13.8379
|
03/31/2016
|
Purchase of Common Stock
|
4,136
|
13.9158
|
03/31/2016
|
Purchase of Common Stock
|
680
|
13.9158
|
03/31/2016
|
Purchase of Common Stock
|
6,525
|
13.9499
|
03/31/2016
|
Purchase of Common Stock
|
1,073
|
13.9499
|
03/31/2016
|
Purchase of Common Stock
|
218
|
14.2550
|
04/01/2016
|
Purchase of Common Stock
|
36
|
14.2550
|
04/01/2016
|
Purchase of Common Stock
|
3,045
|
14.2942
|
04/01/2016
|
Purchase of Common Stock
|
510
|
14.2942
|
04/01/2016
|
Purchase of Common Stock
|
3,915
|
14.6321
|
04/04/2016
|
Purchase of Common Stock
|
655
|
14.6321
|
04/04/2016
|
Purchase of Common Stock
|
1,522
|
14.6433
|
04/04/2016
|
Purchase of Common Stock
|
255
|
14.6433
|
04/04/2016
|
Purchase of Common Stock
|
8,265
|
14.7389
|
04/04/2016
|
Purchase of Common Stock
|
1,383
|
14.7389
|
04/04/2016
|
Purchase of Common Stock
|
3,480
|
13.9396
|
04/05/2016
|
Purchase of Common Stock
|
582
|
13.9396
|
04/05/2016
|
Purchase of Common Stock
|
1,910
|
13.9676
|
04/05/2016
|
Purchase of Common Stock
|
320
|
13.9676
|
04/05/2016
|
Purchase of Common Stock
|
14,185
|
14.1165
|
04/05/2016
|
Purchase of Common Stock
|
2,374
|
14.1165
|
04/05/2016
|
Purchase of Common Stock
|
1,957
|
13.8688
|
04/06/2016
|
Purchase of Common Stock
|
327
|
13.8688
|
04/06/2016
|
Purchase of Common Stock
|
7,830
|
14.2744
|
04/06/2016
|
Purchase of Common Stock
|
1,310
|
14.2744
|
04/06/2016
|
Purchase of Common Stock
|
5,438
|
14.5451
|
04/06/2016
|
Purchase of Common Stock
|
910
|
14.5451
|
04/06/2016
|
Purchase of Common Stock
|
2,175
|
14.9907
|
04/07/2016
|
Purchase of Common Stock
|
15,225
|
15.1026
|
04/07/2016
|
Sale of Cash-Settled Total Return Swap
|
(15,225)
|
15.0850
|
04/07/2016
|
Purchase of Common Stock
|
364
|
14.9907
|
04/07/2016
|
Purchase of Common Stock
|
2,503
|
15.1026
|
04/07/2016
|
Sale of Cash-Settled Total Return Swap
|
(2,503)
|
15.0850
|
04/07/2016
|
Sale of Cash-Settled Total Return Swap
|
(17,400)
|
16.8500
|
04/08/2016
|
Purchase of Common Stock
|
17,400
|
16.8392
|
04/08/2016
|
Sale of Cash-Settled Total Return Swap
|
(2,860)
|
16.8500
|
04/08/2016
|
Purchase of Common Stock
|
2,860
|
16.8392
|
04/08/2016
|
Sale of Cash-Settled Total Return Swap
|
(2,145)
|
16.5800
|
04/11/2016
|
Purchase of Common Stock
|
2,145
|
16.5673
|
04/11/2016
|
Sale of Cash-Settled Total Return Swap
|
(13,051)
|
16.5800
|
04/11/2016
|
Purchase of Common Stock
|
13,051
|
16.5673
|
04/11/2016
|
Sale of Cash-Settled Total Return Swap
|
(17,400)
|
15.7600
|
04/12/2016
|
Purchase of Common Stock
|
17,400
|
15.7509
|
04/12/2016
|
Sale of Cash-Settled Total Return Swap
|
(2,860)
|
15.7600
|
04/12/2016
|
Purchase of Common Stock
|
2,860
|
15.7509
|
04/12/2016
|
Purchase of Common Stock
|
6,525
|
16.2296
|
04/13/2016
|
Sale of Cash-Settled Total Return Swap
|
(6,525)
|
16.2400
|
04/13/2016
|
Purchase of Common Stock
|
1,072
|
16.2296
|
04/13/2016
|
Sale of Cash-Settled Total Return Swap
|
(1,072)
|
16.2400
|
04/13/2016
|
Purchase of Common Stock
|
9,788
|
16.2695
|
04/14/2016
|
Sale of Cash-Settled Total Return Swap
|
(9,788)
|
16.2600
|
04/14/2016
|
Purchase of Common Stock
|
1,609
|
16.2695
|
04/14/2016
|
Sale of Cash-Settled Total Return Swap
|
(1,609)
|
16.2600
|
04/14/2016
|
Purchase of Common Stock
|
17,226
|
17.6529
|
02/17/2016
|
Purchase of Common Stock
|
13,469
|
17.7736
|
02/17/2016
|
Purchase of Common Stock
|
21,859
|
17.7131
|
02/18/2016
|
Purchase of Common Stock
|
10,121
|
17.5921
|
02/18/2016
|
Purchase of Common Stock
|
13,350
|
17.1220
|
02/19/2016
|
Purchase of Common Stock
|
18,719
|
17.2820
|
02/19/2016
|
Purchase of Common Stock
|
14,188
|
17.2221
|
02/22/2016
|
Purchase of Common Stock
|
345
|
16.7105
|
02/22/2016
|
Purchase of Common Stock
|
30,490
|
16.2678
|
02/23/2016
|
Purchase of Common Stock
|
44,703
|
16.3576
|
02/23/2016
|
Purchase of Common Stock
|
3,876
|
16.4576
|
02/24/2016
|
Purchase of Common Stock
|
15,879
|
16.7709
|
02/24/2016
|
Purchase of Common Stock
|
11,102
|
16.9765
|
02/24/2016
|
Purchase of Common Stock
|
14,926
|
17.0567
|
02/24/2016
|
Purchase of Common Stock
|
10,112
|
16.8913
|
02/25/2016
|
Purchase of Common Stock
|
11,567
|
16.9160
|
02/25/2016
|
Purchase of Cash-Settled Total Return Swap
|
27,992
|
16.2400
|
03/14/2016
|
Sale of Common Stock
|
(27,992)
|
16.2400
|
03/14/2016
|
Purchase of Cash-Settled Total Return Swap
|
51,678
|
14.3200
|
03/15/2016
|
Sale of Common Stock
|
(51,678)
|
14.3200
|
03/15/2016
|
Purchase of Cash-Settled Total Return Swap
|
34,452
|
14.1800
|
03/16/2016
|
Purchase of Common Stock
|
8,700
|
14.3005
|
03/16/2016
|
Sale of Common Stock
|
(34,452)
|
14.1800
|
03/16/2016
|
Purchase of Cash-Settled Total Return Swap
|
43,091
|
13.1400
|
03/23/2016
|
Sale of Common Stock
|
(43,091)
|
13.1400
|
03/23/2016
|
Purchase of Common Stock
|
11,093
|
12.9035
|
03/28/2016
|
Purchase of Common Stock
|
17,003
|
13.0099
|
03/28/2016
|
Purchase of Common Stock
|
6,705
|
12.8585
|
03/28/2016
|
Purchase of Common Stock
|
17,400
|
13.0570
|
03/28/2016
|
Purchase of Common Stock
|
11,092
|
13.6683
|
03/29/2016
|
Purchase of Common Stock
|
21,139
|
13.3299
|
03/29/2016
|
Purchase of Common Stock
|
2,569
|
13.6190
|
03/29/2016
|
Purchase of Common Stock
|
15,225
|
13.8972
|
03/30/2016
|
Purchase of Common Stock
|
28,275
|
13.8664
|
03/30/2016
|
Purchase of Common Stock
|
428
|
13.8379
|
03/31/2016
|
Purchase of Common Stock
|
13,050
|
13.9499
|
03/31/2016
|
Purchase of Common Stock
|
8,272
|
13.9158
|
03/31/2016
|
Purchase of Common Stock
|
6,334
|
14.2942
|
04/01/2016
|
Purchase of Common Stock
|
452
|
14.2550
|
04/01/2016
|
Purchase of Common Stock
|
17,191
|
14.7389
|
04/04/2016
|
Purchase of Common Stock
|
8,143
|
14.6321
|
04/04/2016
|
Purchase of Common Stock
|
3,167
|
14.6433
|
04/04/2016
|
Purchase of Common Stock
|
7,238
|
13.9396
|
04/05/2016
|
Purchase of Common Stock
|
3,972
|
13.9676
|
04/05/2016
|
Purchase of Common Stock
|
29,506
|
14.1165
|
04/05/2016
|
Purchase of Common Stock
|
11,310
|
14.5451
|
04/06/2016
|
Purchase of Common Stock
|
16,286
|
14.2744
|
04/06/2016
|
Purchase of Common Stock
|
4,072
|
13.8688
|
04/06/2016
|
Purchase of Common Stock
|
4,524
|
14.9907
|
04/07/2016
|
Purchase of Common Stock
|
30,150
|
15.1026
|
04/07/2016
|
Sale of Cash-Settled Total Return Swap
|
(30,150)
|
15.0850
|
04/07/2016
|
Sale of Cash-Settled Total Return Swap
|
(34,458)
|
16.8500
|
04/08/2016
|
Purchase of Common Stock
|
34,458
|
16.8392
|
04/08/2016
|
Sale of Cash-Settled Total Return Swap
|
(25,843)
|
16.5800
|
04/11/2016
|
Purchase of Common Stock
|
25,843
|
16.5673
|
04/11/2016
|
Sale of Cash-Settled Total Return Swap
|
(34,458)
|
15.7600
|
04/12/2016
|
Purchase of Common Stock
|
34,458
|
15.7509
|
04/12/2016
|
Purchase of Common Stock
|
12,922
|
16.2296
|
04/13/2016
|
Sale of Cash-Settled Total Return Swap
|
(12,922)
|
16.2400
|
04/13/2016
|
Purchase of Common Stock
|
19,382
|
16.2695
|
04/14/2016
|
Sale of Cash-Settled Total Return Swap
|
(19,382)
|
16.2600
|
04/14/2016
|
Purchase of Common Stock
|
16,450
|
15.1800
|
04/07/2016
|