SEC Form 4 · accession 0001280452-15-000054

MONOLITHIC POWER SYSTEMS, INC. · MPWR

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

Reporting owner

Deming Xiao

Officer — Pres. of MPS Asia Operations

Period of report

Feb 3, 2015

Accepted (ET)

Mar 18, 2015 · 6:05 pm EDT

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001280452

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Common Stock^F1	Feb 3, 2015	M	43,200	$0.00	A	285,512	D
Common Stock	Feb 17, 2015	J	474	$37.451	A	258,375	D
Common Stock^F3	Feb 3, 2015	A	569	$0.00	A	2,148	I	by Spouse
Common Stock	Mar 16, 2015	S	9	$53.16	D	2,139	I	by Spouse
Common Stock	Mar 16, 2015	S	166	$53.16	D	1,973	I	by Spouse
Common Stock	Mar 16, 2015	S	84	$53.16	D	1,889	I	by Spouse

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Performance Shares^F1,F5	—	Feb 3, 2015	M	43,200	D	—	—	Common Stock	43,200	86,400	D

Explanation of responses

F1Each performance share represents a contingent right to receive a restricted stock unit upon MPWR's common stock achieving a 20-day average closing price of $47.00 per share from January 1, 2014 through December 31, 2018 (the "Performance Period"). Credited performance units are still subject to an additional, quarterly, five-year time-based vesting schedule beginning January 1, 2019, subject to acceleration under certain circumstances.
F2Acquired through the Company's qualified ESPP program.
F31/16 of the Restricted Stock Units shall vest quarterly following the Vesting Commencement Date, provided that the Grantee continues to be a Service Provider from the Grant Date through each applicable vesting date.
F4Shares sold to pay tax obligations resulting from the vesting of restricted stock units.
F5Each performance unit will vest as follows: one share of MPWR common stock will be credited for each performance unit if the price of MPWR common stock achieves a 20-day average closing price of $40.00 per share from January 1, 2014 through December 31, 2018 (the "Performance Period"), and up to four additional shares will be credited for each performance unit if the 20-day average closing price reaches $43.00, $47.00, $52.00 and $56.00 (that is, one share per price level) during the Performance Period. Credited performance units are then subject to an additional, quarterly, five-year time-based vesting schedule beginning January 1, 2019, subject to acceleration under certain circumstances.