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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 Rights | (3) | 11/03/2015 | M | 20,124 | (3) | (3) | Microsemi Common Stock | 20,124 | $ 0 | 0 (3) | D | ||||
Performance Rights | (4) | 11/03/2015 | M | 27,499 | (4) | (4) | Microsemi Common Stock | 27,499 | $ 0 | 0 (4) | D | ||||
Performance Rights | (5) | 11/03/2015 | M | 25,841 | (5) | (5) | Microsemi Common Stock | 25,841 | $ 0 | 0 (5) | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
LITCHFIELD STEVEN G ONE ENTERPRISE ALISO VIEJO, CA 92656 |
EVP & Chief Strategy Officer |
Mark Lin, Attorney-in-Fact for Steven G. Litchfield | 11/05/2015 | |
**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) | Amount represents shares withheld to satisfy tax withholdings in connection with the vesting of previously awarded performance rights. |
(2) | The transactions reported on this form were executed pursuant to a 10b5-1 plan. |
(3) | Each Performance Right represents a right to receive one share of Microsemi common stock. A target of 47,500 Performance Rights was granted on 11/05/2012 and between 0% and 250% of the target number may have been earned over a three-year performance period incorporating Microsemi's fiscal year 2013, 2014 and 2015. This transaction reflects the number of shares earned in the final year of the performance period and a total of 52,500 shares were earned over the three-year performance period. |
(4) | Each Performance Right represents a right to receive one share of Microsemi common stock. A target of 44,175 Performance Rights was granted on 11/04/2013 and between 0% and 250% of the target number may be earned over a three-year performance period incorporating Microsemi's fiscal year 2014, 2015 and 2016. This transaction reflects the number of shares earned in the second year of the performance period and a total of 36,776 shares were earned in the first two years of the performance period. |
(5) | Each Performance Right represents a right to receive one share of Microsemi common stock. A target of 64,603 Performance Rights was granted on 11/03/2014 and between 0% and 270% of the target number may be earned over a three-year performance period incorporating Microsemi's fiscal year 2015, 2016 and 2017. This transaction reflects the number of shares earned in the first year of the performance period. |