SEC Form 4 · accession 0001209191-17-022688
COHU INC · COHU
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Jeffrey D Jones
Officer — VP Finance & CFO
Period of report
Mar 22, 2017
Accepted (ET)
Mar 23, 2017 · 9:27 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000021535
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Mar 22, 2017 | F | 2,732 | $0.00 | D | 173,881 | D | |
| Restricted Stock UnitsF3 | Mar 22, 2017 | A | 16,196 | $0.00 | A | 16,196 | D | |
| Performance Stock UnitsF4 | Mar 22, 2017 | A | 16,196 | $0.00 | A | 16,196 | D |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Represents shares that were automatically withheld upon vesting of restricted stock (RSUs) to cover tax obligations in a transaction exempt under Rule 16(b)-3.
- F2Number of shares includes 113,021 Restricted Stock Units (RSU) (excluding the impact of shares that will be withheld to cover tax obligations) previously reported that in the future will be converted on a one-for-one basis into shares of Cohu, Inc. Common Stock, immediately upon vesting which vesting is scheduled to occur in annual installments (assuming continued employment and achievement of specified performance goals).
- F3Each restricted stock unit (RSU) represents a contingent right to receive one share of Cohu, Inc. Common Stock upon vesting. Of theses RSUs vest in four equal annual installments beginning March 22, 2018 assuming continued employment).
- F4Represents performance units (restricted stock units) that will be converted on a one-for-one basis into shares of Cohu, Inc. common stock upon vesting. These performance units will vest only after the achievement of specified performance goals.(total shareholder return). Provided such goals are achieved, vesting is scheduled to occur in full on the third anniversary of the date of the grant (March 22, 2020)(subject to continued employment through vest date). The number of shares shown is the target award level. The actual number of shares that may vest ranges from 25% to 200% of the target amount, depending on achievement of specified performance goals.