SEC Form 4 · accession 0001219210-15-000170
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
Sep 28, 2015
Accepted (ET)
Sep 29, 2015 · 4:57 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001219210
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Sep 28, 2015 | U | 24,407 | — | D | 0 | 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,F2,F4 | — | Sep 28, 2015 | D | 71,500 | D | — | — | Common Stock | 71,500 | 0 | D |
| Restricted Stock UnitsF5,F2,F4 | — | Sep 28, 2015 | D | 94,892 | D | — | — | Common Stock | 94,892 | 0 | D |
Explanation of responses
- F1Disposed of pursuant to an Agreement and Plan of Merger (the "Merger Agreement"), dated August 5, 2015, among the Issuer, Qualcomm Atheros, Inc. ("Parent"), and King Acquisition Co., a wholly-owned subsidiary of Parent ("Merger Sub") in exchange for cash consideration of $2.75 per share, without interest (less any applicable withholding taxes). Pursuant to the Merger Agreement, Merger Sub merged with and into the Issuer, with the Issuer continuing as the surviving corporation (the "Merger").
- F2Each unit represents a contingent right to receive one share of the Issuer's common stock.
- F3The vesting schedule was 1/3 on August 12, 2015, then 1/6 on the 18th month anniversary of the grant, and 1/6 every six months thereafter, subject to continued service through each vesting date. This grant was cancelled on the effective date of the Merger in exchange for a cash payment equal to the number of restricted stock units multiplied by $2.75.
- F4No expiration date.
- F51/6 of this grant was scheduled to vest on October 29, 2015 and 1/12 every six months thereafter; and additional 1/6th of this grant was scheduled to vest on October 30, 2015 and an additional 1/12 every six months thereafter. This grant was cancelled on the effective date of the Merger in exchange for a cash payment equal to the number of restricted stock units multiplied by $2.75.