SEC Form 4 · accession 0001039399-17-000051
FORMFACTOR INC · FORM
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Thomas St Dennis
Director
Period of report
May 26, 2017
Accepted (ET)
Jun 6, 2017 · 5:32 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001039399
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Jun 2, 2017 | S | 156,600 | $14.6332 | D | 40,666 | D | |
| Common Stock | Jun 5, 2017 | M | 128,733 | $10.37 | A | 169,399 | D | |
| Common StockF2 | Jun 5, 2017 | S | 128,733 | $14.5762 | D | 40,666 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF3,F4 | $0.00 | May 26, 2017 | A | 9,000 | A | — | — | Common Stock | 9,000 | 9,000 | D |
| Non-Qualified Stock Option (right to buy)F5 | $10.37 | Jun 5, 2017 | M | 128,733 | D | — | Apr 29, 2018 | Common Stock | 128,733 | 21,267 | D |
Explanation of responses
- F1Price represents the weighted average sale price for the transaction reported. Price range of shares sold is $14.50 through $14.775. Reporting person undertakes to provide upon request by the SEC staff or a security holder of the Issuer, full information regarding the number of shares sold at each separate price.
- F2Price represents the weighted average sale price for the transaction reported. Price range of shares sold is $14.50 through $14.65. Reporting person undertakes to provide upon request by the SEC staff or a security holder of the Issuer, full information regarding the number of shares sold at each separate price.
- F3Restricted Stock Units Vest and become exercisable in 12 equal monthly installments with the vesting dates beginning on June 26, 2017 and ending on May 26, 2018. Settlements of vested units into common stock will occur on the earlier of May 26, 2018 and the date the reporting person ceases to provide service to the Issuer, or thereafter, on the first market trading day in an open trading window under Issuer's insider trading policy if the applicable date is not a market trading day in an open trading window.
- F4If the reporting person ceases to provide services to the Issuer for any reason, all Restricted Stock Units that have not yet vested shall be forfeited without consideration except as provided in our Equity Grant Policy for Outside Directors and any other agreements between the reporting person and Issuer, regarding award vesting and exercisability.
- F5The Stock Option was granted pursuant to the Issuer's 2002 Equity Incentive Plan and vest over 4 years, with 25% vesting on April 29, 2012 and the remainder vesting in equal annual installments over the following three years.