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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 | ||||||||
Restricted Stock Unit | $ 0 | 05/11/2007 | A | 68,750 (1) | 01/01/2008(3) | 01/01/2015 | Common stock | 68,750 | $ 0 | 276,796 (2) | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Taffe Norman P 3901 NORTH FIRST STREET SAN JOSE, CA 95134 |
Exec.V.P. CCD Division |
Norman P. Taffe | 05/15/2007 | |
**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) | Mr.Taffe was granted a performance based restricted stock unit award that could result in0 to 343,750 RSUs being earned by Mr.Taffe ratably over the next 5 years based on the Company's achievement of certain performance based milestones as set by the Company's Compensation Committee each year. The amount reported on this Form 4 reflects the maximum number of the 343,750 RSUs Mr.Taffe is eligible to earn in 2007. Zero to 55,000 of the RSUs for 2007 will vest based on the Company's achievement of certain operating income targets.Vesting of the remaining 13,750 RSUs is based on the achievement of a performance milestone related the Company's common stock appreciation as compared to the SOXX Index. If the performance milestone set for a given annual period is not achieved, the targeted shares associated with that milestone are forfeited and are not able to be earned in a future period. All earned and vested RSUs will be settled in shares of common stock on a one share for one unit basis. |
(2) | Reflects 198,713 options to purchase common stock and 78,083 RSUs held by Mr. Taffe following reported transaction. |
(3) | Each earned RSUs will vest upon confirmation of the achievement of the applicable performance milestone. |