SEC Form 4 · accession 0001437749-16-037347
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 10, 2016
Accepted (ET)
Aug 12, 2016 · 9:53 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001316625
Table I — non-derivative securities
No Table I lines on this filing.
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF1,F2,F3 | — | Aug 10, 2016 | A | 127,500 | A | — | — | Common Stock | 127,500 | 394,451 | D |
| Performance-Based Restricted Stock UnitsF1,F4,F3 | — | Aug 10, 2016 | A | 21,250 | A | — | — | Common Stock | 21,250 | 52,946 | D |
| Performance-Based Restricted Stock UnitsF1,F5,F3 | — | Aug 10, 2016 | A | 21,250 | A | — | — | Common Stock | 21,250 | 74,196 | D |
| Performance-Based Restricted Stock UnitsF1,F6,F3 | — | Aug 10, 2016 | A | 27,885 | A | — | — | Common Stock | 27,885 | 102,081 | D |
Explanation of responses
- F1Each restricted stock unit represents a contingent right to receive one share of Common Stock.
- F2This restricted stock unit award will vest over (3) three years, vesting 1/12 of the shares quarterly.
- F3Restricted Stock Units have no expiration date.
- F4This performance-based restricted stock unit award grant (PSU) is subject to a Total Stockholder Return performance metric determined by the Compensation Committee of the Company's Board of Directors (Compensation Committee). Vesting for this PSU is 33% one year after the initial grant date, with quarterly vesting over the remaining 2 years if the performance metric is deemed obtained by the Compensation Committee. Upon a change in control of the Company, such performance metric will be deemed obtained.
- F5This PSU is subject to performance metrics: 50% revenue and 50% operating income as determined by the Compensation Committee. Vesting for this PSU is 33% one year after the initial grant date, with quarterly vesting over the remaining 2 years if the performance metrics are deemed obtained by the Compensation Committee. Upon a change in control of the Company, such performance metrics will be deemed obtained.
- F6This PSU was based upon attainment by the Company of performance metrics previously established by the Compensation Committee for the fiscal year ending June 24, 2016. Attainment of such performance metrics was determined by the Compensation Committee on August 10, 2016. Vesting for this PSU is 25% one year after the initial grant date of August 12, 2015, with the remaining portion of the PSU vesting in twelve equal, successive quarterly installments over an additional three years, subject to continued service.