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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
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. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Performance Shares | $ 0 | 02/19/2016 | M | 109,599 | 02/19/2016(2) | 02/19/2016 | Common Stock | 109,599 | $ 0 (3) | 0 | D | ||||
Performance Shares | $ 0 | 02/19/2016 | A | 45,259 | 02/19/2017(4) | 02/19/2018 | Common Stock | 45,259 | $ 0 (3) | 45,259 | D | ||||
Performance Shares | $ 0 | 02/19/2016 | A | 161,656 | 02/19/2019(5) | 02/19/2019 | Common Stock | 161,656 | $ 0 (3) | 161,656 | D | ||||
Performance Shares | $ 0 | 02/19/2016 | A | 80,828 | 01/01/2017(6) | 12/31/2020 | Common Stock | 80,828 | $ 0 (3) | 80,828 | D | ||||
RSU Award | $ 0 | 02/19/2016 | A | 83,277 | 02/19/2017(7) | 02/19/2019 | Common Stock | 83,277 | $ 0 (3) | 83,277 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
rahim rami 1133 INNOVATION WAY SUNNYVALE, CA 94089 |
X | Chief Executive Officer |
By: Robert Mobassaly:Attorney in Fact For: Rami Rahim | 02/23/2016 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | Represents shares withheld from the released share award for the payment of applicable income and payroll withholding taxes due on release. |
(2) | All of the shares earned over the three year period will vest, provided that the reporting person is still providing service to the Company, after the final calculation is approved by the Compensation Committee. |
(3) | Column 8 is not an applicable reportable field. |
(4) | Represents the maximum quantity of shares issuable. The exact number of shares issuable will be determined based on achievement of certain Company performance targets for the 2016 fiscal year, as determined by the Compensation Committee of the Board. The executive can earn either 0% or 100% of the target shares that will vest 50% each year over a two year period. |
(5) | Represents the maximum quantity of shares issuable. The exact number of shares issuable with respect to each of three performance years will be determined based on achievement of certain Company performance targets for each year, as determined by the Compensation Committee of the Board. The executive can earn between 0% and 200% of the target shares with respect to each year. No shares vest or are issued until after the third performance year. |
(6) | The number of shares represents the maximum quantity of shares issuable pursuant to this performance share award.The exact number of shares issuable will be based upon achievement of specific stock price targets for the Issuer sustained over a period of 60 consecutive trading days during a 4 year period commencing on January 1, 2017. |
(7) | This awards vests from the original grant date as to thirty-four percent on the one year anniversary of the grant date and thirty-three percent annually on the second anniversary and third anniversary. |