SEC Form 4 · accession 0000310568-16-000484
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
Dec 9, 2016
Accepted (ET)
Dec 12, 2016 · 8:55 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 | Dec 9, 2016 | M | 250,000 | $55.72 | A | 396,711 | D | |
| Microsemi Common StockF2 | Dec 9, 2016 | S | 134,200 | $54.1784 | D | 262,511 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Performance RightsF1 | — | Dec 9, 2016 | M | 250,000 | D | — | Jul 26, 2021 | Microsemi Common Stock | 250,000 | 750,000 | D |
Explanation of responses
- F1Each Performance Right represents a contingent right to receive one share of MSCC Common Stock. The performance rights are scheduled to vest (a) 25% upon MSCC's common stock (plus amount of any dividends paid per share) achieving a market price of not less than $50.00 per share for a period of at least twenty consecutive trading days, (b) 50% upon MSCC's common stock (plus amount of any dividends paid per share) achieving a market price of not less than $60.00 per share for a period of at least twenty consecutive trading days, and (c) 25% upon MSCC's common stock (plus amount of any dividends paid per share) achieving a market price of not less than $70.00 per share for a period of at least twenty consecutive trading days. This transaction reports the vesting of the first tranche of this award.
- F2This transaction represents the sale of shares to cover statutory income tax withholdings.