SEC Form 4 · accession 0001209191-17-018518
MAXWELL TECHNOLOGIES INC · MXWL
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Franz Fink
Officer — Chief Executive Officer · Director
Period of report
Mar 2, 2017
Accepted (ET)
Mar 6, 2017 · 8:02 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000319815
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Mar 2, 2017 | M | 1,983 | $0.00 | A | 220,027 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Market Stock UnitsF4,F2,F3 | $0.00 | Mar 2, 2017 | M | 1,983 | D | — | — | Common Stock | 1,983 | 182,917 | D |
| Restricted Stock UnitsF4,F5,F6 | $0.00 | Mar 2, 2017 | D | 80,000 | D | — | — | Common Stock | 80,000 | 0 | D |
| Restricted Stock UnitsF4,F5,F7 | $0.00 | Mar 2, 2017 | A | 92,000 | A | — | — | Common Stock | 92,000 | 92,000 | D |
| Market Stock UnitsF4,F2,F8 | $0.00 | Mar 2, 2017 | A | 158,000 | A | — | — | Common Stock | 158,000 | 158,000 | D |
Explanation of responses
- F1These units do not carry a conversion price.
- F2Each market stock unit represents a right to receive one share of the Issuer's common stock.
- F3This award represents market stock units with vesting based on performance of the Company's common stock compared to the Nasdaq Composite Index over a period of three years. Depending on the level of performance actually achieved, the number of shares that may vest under this award will vary. A portion of this award vested on March 2, 2017. The amount included in the table above represents the maximum number of shares that could vest under the grant.
- F4These units were received as a grant or award for no consideration.
- F5Each restricted stock unit represents a right to receive one share of the Issuer's common stock.
- F6This disposition represents restricted stock units with vesting subject to the achievement of Company performance targets by December 31, 2016. The amount included in the table above represents the maximum number of shares that could have vested under the grant. As the performance targets were not achieved, the restricted stock units were cancelled.
- F7Award vests in annual installments over 4 years as long as the holder remains in service to the Company. Vested shares will be delivered to the holder shortly after the vesting date.
- F8This award represents market stock units with vesting based on performance of the Company's common stock compared to the Nasdaq Composite Index over a period of three years. Depending on the level of performance actually achieved, the number of shares that may vest under this award will vary. The amount included in the table above represents the maximum number of shares that could vest under the grant. An additional grant of 118,000 market stock units for above-target performance was also approved by the Company's compensation committee, but is contingent upon and subject to approval of an amendment to the Company's equity incentive plan at our 2017 annual meeting of stockholders.