Statement of Changes in Beneficial Ownership (4)
December 08 2014 - 1:28PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue.
See
Instruction 1(b).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0287
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0.5
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
SINGH RAJEEV
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2. Issuer Name
and
Ticker or Trading Symbol
CONCUR TECHNOLOGIES INC
[
CNQR
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__
X
__ Director
_____ 10% Owner
__
X
__ Officer (give title below)
_____ Other (specify below)
COO + President
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(Last)
(First)
(Middle)
601 108TH AVENUE NE, SUITE 1000
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3. Date of Earliest Transaction
(MM/DD/YYYY)
12/4/2014
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(Street)
BELLEVUE, WA 98004
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_
X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security
(Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock
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12/4/2014
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D
(1)
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164545
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D
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$129
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0
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D
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Table II - Derivative Securities Beneficially Owned (
e.g.
, puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 3)
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2. Conversion or Exercise Price of Derivative Security
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3. Trans. Date
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3A. Deemed Execution Date, if any
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4. Trans. Code
(Instr. 8)
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5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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6. Date Exercisable and Expiration Date
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7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
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8. Price of Derivative Security
(Instr. 5)
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9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)
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10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)
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11. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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(A)
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(D)
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Date Exercisable
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Expiration Date
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Title
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Amount or Number of Shares
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Non-Qualified Stock Option (right to buy)
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$11.2
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12/4/2014
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D
(1)
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7498
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1/21/2005
(3)
(2)
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1/21/2015
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Common Stock
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7498
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$117.8
(2)
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0
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D
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Non-Qualified Stock Option (right to buy)
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$12.89
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12/4/2014
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D
(1)
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59430
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12/30/2006
(2)
(4)
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12/29/2015
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Common Stock
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59430
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$116.11
(2)
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0
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D
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Restricted Stock Units
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$0
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12/4/2014
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D
(1)
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45000
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1/15/2013
(5)
(6)
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(5)
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Common Stock
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45000
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$129
(5)
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0
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D
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Restricted Stock Units
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$0
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12/4/2014
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D
(1)
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18750
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7/15/2012
(7)
(5)
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(5)
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Common Stock
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18750
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$129
(5)
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0
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D
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Restricted Stock Units
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$0
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12/4/2014
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D
(1)
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55500
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1/15/2015
(8)
(5)
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(5)
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Common Stock
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55500
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$129
(5)
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0
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D
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Restricted Stock Units
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$0
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12/4/2014
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D
(1)
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65913
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1/15/2014
(5)
(9)
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(5)
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Common Stock
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65913
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$129
(5)
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0
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D
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Explanation of Responses:
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(
1)
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Disposed of pursuant to the merger ("Merger") of the Issuer with and into a wholly owned subsidiary of SAP America, Inc.
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(
2)
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In connection with the Merger, the stock option was cancelled and converted into the right to receive an amount in cash equal to the product of (i) the aggregate number of shares subject to the option and (ii) the excess of $129.00 per share over the per share exercise price of the option.
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(
3)
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ISO becomes exercisable in combination with NQSO granted on same date wherein 100% of the shares granted become exercisable on the grant date.
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(
4)
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ISO becomes exercisable in combination with NQSO granted on same date where in 25% of the shares granted become exercisable upon the one-year anniversary of the grant date, then in thirty-six monthly installments thereafter.
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(
5)
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In connection with the Merger, the restricted stock units became fully vested and were cancelled in exchange for the right to receive in cash $129.00 per unit.
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(
6)
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The restricted stock units will vest 25% upon January 15, 2013 and 25% on the first, second and third anniversary of such date.
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(
7)
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The restricted stock units will vest 25% upon July 15, 2012 and 25% on the first, second and third anniversary of such date.
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(
8)
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The restricted stock units will vest 25% upon January 15, 2015 and 25% on the first, second and third anniversary of such date.
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(
9)
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The restricted stock units will vest 25% upon January 15, 2014 and 25% on the first, second and third anniversary of such date.
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Reporting Owners
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Reporting Owner Name / Address
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Relationships
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Director
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10% Owner
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Officer
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Other
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SINGH RAJEEV
601 108TH AVENUE NE
SUITE 1000
BELLEVUE, WA 98004
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X
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COO + President
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Signatures
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/s/ Rajeev Singh
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12/8/2014
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**
Signature of Reporting Person
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Date
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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*
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If the form is filed by more than one reporting person,
see
Instruction 4(b)(v).
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**
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Intentional misstatements or omissions of facts constitute Federal Criminal Violations.
See
18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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Note:
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File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure.
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Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
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