SEC Form 4 · accession 0001280452-17-000020
MONOLITHIC POWER SYSTEMS, INC. · MPWR
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Michael Hsing
Officer — CEO · Director
Period of report
Feb 6, 2017
Accepted (ET)
Feb 8, 2017 · 5:15 pm EST
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 | Feb 6, 2017 | S | 19,482 | $88.2535 | D | 1,142,406 | D | |
| Common StockF2 | Feb 7, 2017 | A | 225,944 | $0.00 | A | 1,368,350 | D | |
| Common StockF3 | Feb 7, 2017 | M | 8,939 | $0.00 | A | 1,377,289 | D | |
| Common Stock | holding | — | — | — | 133,040 | I | by M Hsing 04 Trust |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Performance SharesF3 | — | Feb 7, 2017 | M | 8,939 | D | — | — | Common Stock | 8,939 | 102,987 | D |
Explanation of responses
- F1The reported sales were to cover taxes upon the vesting of restricted stock units, as required by the Company's equity incentive plans.
- F2On February 3, 2015, the reporting person was granted a target of 79,745 shares of restricted stock units subject to satisfaction of pre-determined, performance-based vesting criteria. On February 7, 2017, the Company's Board of Directors determined that those performance criteria for the restricted stock units had been satisfied, which resulted in 146,199 additional shares being achieved and granted to the reporting person. Of the restricted stock units that were awarded, 112,972 will vest immediately and 112,972 will vest quarterly in the next two years.
- F3On December 31, 2015, the reporting person was granted a target of 138,743 shares of restricted stock units in four tranches subject to satisfaction of share price targets over the next four years. The vesting of restricted stock units in the second, third and fourth tranches is also subject to the satisfaction of certain operational goals, as determined by the Compensation Committee of the Company. All restricted stock units are subject to time based vesting. Once vested, one-third of shares have no sales restrictions and are sellable on January 1, 2020, one-third of the shares have sales restrictions until January 1, 2021 and one-third of the shares have sales restrictions until January 1, 2022.On October 28, 2016, the Compensation Committee of the Company determined that one of the five share price targets for the first tranche of restricted stock units had been satisfied, which resulted in 8,939 shares being granted, subject to time based vesting described above.