SEC Form 4 · accession 0000310568-16-000483
MICROSEMI CORP · MSCC
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Frederick C Goerner
Officer — Exec VP Worldwide Sales & Mktg
Period of report
Oct 17, 2016
Accepted (ET)
Dec 12, 2016 · 8:54 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 StockF1 | Oct 17, 2016 | M | 8,333 | — | A | 48,977 | D | |
| Microsemi Common StockF1 | Oct 20, 2016 | M | 10,334 | — | A | 59,311 | D | |
| Microsemi Common StockF2 | Dec 8, 2016 | A | 5,090 | $0.00 | A | 64,401 | D | |
| Microsemi Common StockF3 | Dec 8, 2016 | A | 2,906 | $0.00 | A | 67,307 | D | |
| Microsemi Common Stock | Dec 8, 2016 | F | 1,517 | $56.72 | D | 65,790 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Microsemi Restricted Stock UnitsF1 | $0.00 | Oct 17, 2016 | M | 8,333 | D | — | — | Microsemi Common Stock | 8,333 | 20,667 | D |
| Microsemi Restricted Stock UnitsF1 | $0.00 | Oct 20, 2016 | M | 10,334 | D | — | — | Microsemi Common Stock | 10,334 | 10,333 | D |
| Performance RightsF4 | — | Dec 8, 2016 | A | 15,271 | A | — | — | Microsemi Common Stock | 15,271 | 15,271 | D |
Explanation of responses
- F1This transaction reports the vesting of awards of restricted stock units and settlement in Microsemi Common Stock on the dates indicated. Each restricted stock unit represents a contingent right to receive one share of Microsemi Common Stock.
- F2Award of shares is scheduled to vest, subject to the reporting person's continued employment, over a three year period.
- F3Shares issued by Microsemi as part of the reporting person's bonus for fiscal year 2016.
- F4Each Performance Right represents a right to receive one share of Microsemi common stock. The target number of Performance Rights is indicated. Between 0% and 270% of the target number will be earned over a three-year performance period incorporating Microsemi's fiscal year 2017, 2018 and 2019, and based on revenue, adjusted earnings per share metrics and total shareholder return relative to a peer group of companies. A portion of the shares may be earned based on performance in each year of the performance period.