SEC Form 4 · accession 0001413160-15-000095

PERICOM SEMICONDUCTOR CORP · PSEM

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Director · Other

Period of report

Nov 24, 2015

Accepted (ET)

Nov 25, 2015 · 5:56 pm EST

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001001426

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Common Stock	Nov 24, 2015	D	14,900	$17.75	D	2,250	D
Common Stock	Nov 24, 2015	D	2,250	$17.75	D	0	D

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	D/I
Non-Qualified Stock Option (right to buy)	$10.71	Nov 24, 2015	D	4,500	D	Dec 9, 2011	Dec 9, 2020	Common Stock	4,500	D
Non-Qualified Stock Option (right to buy)	$11.13	Nov 24, 2015	D	3,000	D	Dec 11, 2010	Dec 11, 2019	Common Stock	3,000	D
Non-Qualified Stock Option (right to buy)	$14.57	Nov 24, 2015	D	8,000	D	Aug 21, 2009	Aug 21, 2018	Common Stock	8,000	D

F1Disposed of pursuant to the Agreement and Plan of Merger dated as of September 2, 2015, as amended by Amendment No. 1 to the Agreement and Plan of Merger, dated as of November 6, 2015 (the "Merger Agreement" and the transactions contemplated therein, the "Merger"), by and among Diodes Incorporated, PSI Merger Sub, Inc. (a wholly owned subsidiary of Diodes) and Pericom Semiconductor Corporation (?Pericom?), whereby each share of Pericom common stock was canceled in exchange for $17.75 in cash, without interest.
F2Pursuant to the Merger Agreement, this option to purchase common stock was assumed by Diodes in the Merger on the same terms and conditions regarding vesting and exercisability, and automatically converted into restricted stock units.
F3Pursuant to the Merger Agreement, each option to purchase common stock was canceled and paid in cash assuming an exercise price of $17.75.