SEC Form 4 · accession 0001181431-15-006541
MACOM Technology Solutions Holdings, Inc. · MTSI
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
John Croteau
Officer — President and CEO · Director
Period of report
May 1, 2015
Accepted (ET)
May 5, 2015 · 9:23 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001493594
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF2 | May 1, 2015 | S | 3,000 | $30.89 | D | 148,432 | D | |
| Common StockF3 | May 5, 2015 | A | 82,500 | $0.00 | A | 230,932 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Employee Stock Option (Right to Buy)F4 | $33.66 | May 5, 2015 | A | 100,000 | A | — | May 5, 2022 | Common Stock | 100,000 | 100,000 | D |
Explanation of responses
- F1The shares were sold pursuant to a sales plan adopted by the reporting person and intended to comply with Rule 10b5-1 under the Securities Exchange Act of 1934.
- F2The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $30.42 to $31.32, inclusive. The reporting person undertakes to provide to the issuer, any shareholder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.
- F3Represents restricted stock units granted to the reporting person under the issuer's 2012 Omnibus Incentive Plan. Each restricted stock unit represents the contingent right to receive one share of the issuer's common stock. The restricted stock units vest as follows: (i) 15,000 restricted stock units vest in four equal annual installments on May 15, 2016, May 15, 2017, May 15, 2018 and May 15, 2019, and (ii) as few as zero or up to an aggregate of 67,500 restricted stock units (the "Performance RSUs") may vest in three annual installments based on the achievement of certain performance metrics over the next three years, in each case provided that the reporting person remains in continuous service with the issuer through each vesting date.
- F4The stock option vests upon achievement of certain performance metrics in any four consecutive fiscal quarters completed during the term of the stock option.