SEC Form 4 · accession 0000310568-16-000471
MICROSEMI CORP · MSCC
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
James J Peterson
Officer — Chairman of the Board & CEO · Director
Period of report
Nov 8, 2016
Accepted (ET)
Nov 10, 2016 · 9:05 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000310568
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Microsemi Common Stock | Nov 8, 2016 | M | 216,617 | $0.00 | A | 354,482 | D | |
| Microsemi Common StockF1 | Nov 8, 2016 | S$0 | 216,617 | $0.00 | D | 137,865 | D | |
| Microsemi Common StockF2 | Nov 8, 2016 | A | 18,500 | $0.00 | A | 156,365 | D | |
| Microsemi Common StockF3 | Nov 8, 2016 | F | 9,654 | $47.84 | D | 146,711 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Performance RightsF4 | — | Nov 8, 2016 | M | 73,220 | D | — | — | Microsemi Common Stock | 73,220 | 0 | D |
| Performance RightsF5 | — | Nov 8, 2016 | M | 96,833 | D | — | — | Microsemi Common Stock | 96,833 | 0 | D |
| Performance RightsF6 | — | Nov 8, 2016 | M | 46,564 | D | — | — | Microsemi Common Stock | 46,564 | 0 | D |
Explanation of responses
- F1This transaction was executed pursuant to a 10b5-1 plan.
- F2Shares issued by Microsemi as part of the reporting person's bonus for fiscal year 2016.
- F3Amount represents shares withheld to satisfy tax withholdings in connection with the vesting of previously awarded restricted stock awards.
- F4Each Performance Right represents a right to receive one share of Microsemi common stock. A target of 110,355 Performance Rights was granted on 11/04/2013 and between 0% and 250% of the target number may be earned over a three-year performance period incorporating Microsemi's fiscal year 2014, 2015 and 2016. This transaction reflects the number of shares earned in the third year of the performance period and a total of 165,091 were earned over the three-year performance period.
- F5Each Performance Right represents a right to receive one share of Microsemi common stock. A target of 161,387 Performance Rights was granted on 11/03/2014 and between 0% and 270% of the target number may be earned over a three-year performance period incorporating Microsemi's fiscal year 2015, 2016 and 2017. This transaction reflects the number of shares earned in the second year of the performance period and a total of 161,387 were earned in the first two years of the performnce period.
- F6Each Performance Right represents a right to receive one share of Microsemi common stock. A target of 116,410 Performance Rights was granted on 10/12/2015 and between 0% and 270% of the target number may be earned over a three-year performance period incorporating Microsemi's fiscal year 2016, 2017 and 2018. This transaction reflects the number of shares earned in the first year of the performance period.