SEC Form 4 · accession 0001437749-15-015953
Silicon Graphics International Corp · SGI
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Jorge Titinger
Officer — President & CEO · Director
Period of report
Aug 12, 2015
Accepted (ET)
Aug 14, 2015 · 6:47 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001316625
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Aug 12, 2015 | M | 4,782 | $0.00 | A | 125,107 | D | |
| Common StockF2 | Aug 12, 2015 | F | 1,797 | $5.47 | D | 123,310 | D | |
| Common StockF1 | Aug 13, 2015 | M | 12,819 | $0.00 | A | 136,129 | D | |
| Common StockF2 | Aug 13, 2015 | F | 4,817 | $5.36 | D | 131,312 | D | |
| Common StockF1 | Aug 13, 2015 | M | 14,088 | $0.00 | A | 145,400 | D | |
| Common StockF2 | Aug 13, 2015 | F | 5,294 | $5.36 | D | 140,106 | 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,F4 | — | Aug 12, 2015 | M | 4,782 | D | Aug 12, 2015 | — | Common Stock | 4,782 | 219,632 | D |
| Restricted Stock UnitsF3,F5,F4 | — | Aug 12, 2015 | A | 214,000 | A | — | — | Common Stock | 214,000 | 433,632 | D |
| Restricted Stock UnitsF3,F4 | — | Aug 13, 2015 | M | 12,819 | D | Aug 13, 2015 | — | Common Stock | 12,819 | 420,813 | D |
| Performance-Based Restricted Stock UnitsF3,F6,F4 | — | Aug 12, 2015 | A | 56,350 | A | — | — | Common Stock | 56,350 | 56,350 | D |
| Performance-Based Restricted Stock UnitsF3,F4 | — | Aug 13, 2015 | M | 14,088 | D | Aug 13, 2015 | — | Common Stock | 14,088 | 42,262 | D |
Explanation of responses
- F1Upon vesting, each restricted stock unit was converted into an equivalent number of shares of the Company's common stock.
- F2These shares were retained by the Company in order to meet the tax withholding obligations of the award holder in connection with the vesting of an installment of the restricted stock units. The amount retained by the Company was not in excess of the amount of the tax liability.
- F3Each restricted stock unit represents a contingent right to receive one share of Common Stock.
- F4Restricted Stock Units have no expiration date.
- F5This restricted stock unit award will vest over (4) four years, vesting 1/16 of the shares quarterly.
- F6This performance-based restricted stock unit award grant ("PSU") was based upon attainment by the Company of performance metrics. Attainment of such performance metrics was determined by the Compensation Committee of the Company's Board of Directors ("Compensation Committee") on August 12, 2015 in accordance with metrics previously established by the Compensation Committee for the fiscal year ending June 26, 2015. PSU vesting is 25%, one year after the initial grant date of August 13, 2014, with the remaining portion of the PSU vesting in twelve equal, successive quarterly installments over an additional three years, subject to continued service.