SEC Form 4 · accession 0001219210-15-000086
IKANOS COMMUNICATIONS, INC. · IKAN
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Omid Tahernia
Officer — CEO and President · Director
Period of report
Mar 23, 2015
Accepted (ET)
Mar 25, 2015 · 6:16 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001219210
Table I — non-derivative securities
No Table I lines on this filing.
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Option (right to buy)F2,F1 | $8.90 | Mar 23, 2015 | D | 150,000 | D | — | Jun 10, 2019 | Common Stock | 150,000 | 0 | D |
| Stock Option (right to buy)F2,F3 | $2.80 | Mar 23, 2015 | A | 120,000 | A | — | Mar 23, 2022 | Common Stock | 120,000 | 120,000 | D |
| Stock Option (right to buy)F6,F4,F5 | $8.90 | Mar 23, 2015 | D | 60,000 | D | — | Jun 11, 2019 | Common Stock | 60,000 | 0 | D |
| Stock Option (right to buy)F6,F7 | $2.80 | Mar 23, 2015 | A | 48,000 | A | — | Mar 23, 2022 | Common Stock | 48,000 | 48,000 | D |
| Stock Option (right to buy)F8,F1 | $13.20 | Mar 23, 2015 | D | 20,000 | D | — | Jul 30, 2020 | Common Stock | 20,000 | 0 | D |
| Stock Option (right to buy)F8,F3 | $2.80 | Mar 23, 2015 | A | 16,000 | A | — | Mar 23, 2022 | Common Stock | 16,000 | 16,000 | D |
Explanation of responses
- F1The canceled option provided for vesting as follows: 25% of the shares subject to the option vest on the one year anniversary of the transaction date and 6.25% of the shares vest on each subsequent three (3) month anniversary of the transaction date, subject to the Reporting Person continuing to be a service provider through each such date.
- F2On March 23, 2015, the Issuer canceled, pursuant to the Issuer's option exchange program, an option granted to the Reporting Person on 06/11/2012. In exchange for the option to purchase 150,000 shares, the Reporting Person received a new option to purchase 120,000 shares at a lower exercise price.
- F3These options vest monthly over 36 months.
- F4The canceled option provided for vesting as follows: the shares vest over a one-year period, if at all, in two equal installments if the stock price of the Company's common stock during any 20 consecutive trading day period exceeded $8.20 and $12.30, respectively, beginning upon the date(s) that certain stock price goals are achieved. Once vesting began, these shares would vest in equal quarterly installments over the one-year period after the applicable stock price goal is achieved and in the event of a change-of-control transaction or other qualified termination of employment, as defined in the Reporting Person's pre-existing agreement with the Company, these options would partially vest provided that the price of our common stock at the time of the change-of-control transaction or other qualified termination of employment was at least $5.74. (Continued on Footnote 5.)
- F5The portion of the option that will partially vest is determined by a ratio of (x) the excess of the deal price over the exercise price, to (y) the excess of the applicable stock price target over the exercise price, multiplied by the number of shares subject to that tranche.
- F6On March 23, 2015, the Issuer canceled, pursuant to the Issuer's option exchange program, an option granted to the Reporting Person on 06/11/2012. In exchange for the option to purchase 60,000 shares, the Reporting Person received a new option to purchase 48,000 shares at a lower exercise price.
- F7The vesting schedule remains unchanged and as described in Footnote 4.
- F8On March 23, 2015, the Issuer canceled, pursuant to the Issuer's option exchange program, options granted to the Reporting Person on 07/30/2013. In exchange for the option to purchase 20,000 shares, the Reporting Person received a new option to purchase 16,000 shares at a lower exercise price.