SEC Form 4 · accession 0001280452-15-000062
MONOLITHIC POWER SYSTEMS, INC. · MPWR
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Meera Rao
Officer — CFO
Period of report
Feb 3, 2015
Accepted (ET)
Mar 20, 2015 · 2:03 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 StockF1 | Feb 3, 2015 | M | 36,000 | $0.00 | A | 209,540 | D | |
| Common StockF2 | Mar 18, 2015 | M | 36,000 | $0.00 | A | 221,512 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Performance SharesF1,F3 | — | Feb 3, 2015 | M | 36,000 | D | — | — | Common Stock | 36,000 | 72,000 | D |
| Performance SharesF2,F3 | — | Mar 18, 2015 | M | 36,000 | D | — | — | Common Stock | 36,000 | 36,000 | 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.
- F2Each 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 $52.00 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.
- F3Each 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.