SEC Form 4 · accession 0001127602-15-002976
INTEL CORP · INTC
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
William M Holt
Officer — Exec VP GM, Tech & Mfg Grp
Period of report
Jan 23, 2015
Accepted (ET)
Jan 27, 2015 · 5:49 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000050863
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Jan 23, 2015 | M | 5,982 | $0.00 | A | 21,355 | D | |
| Common StockF2 | Jan 23, 2015 | F | 3,048 | $36.705 | D | 18,307 | D | |
| Common StockF3,F4 | Jan 23, 2015 | S | 4,537 | $36.746 | D | 13,770 | D | |
| Common Stock | holding | — | — | — | 3 | I | By Employee Benefit Plan Trust |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF5,F6 | $0.00 | Jan 23, 2015 | M | 5,982 | D | Apr 23, 2014 | — | Common Stock | 5,982 | 47,854 | D |
| Performance-based Restricted Stock UnitsF7,F8 | $0.00 | Jan 23, 2015 | A | 45,440 | A | Feb 23, 2018 | — | Common Stock | 45,440 | 45,440 | D |
| Restricted Stock UnitsF5,F9 | $0.00 | Jan 23, 2015 | A | 40,870 | A | Apr 23, 2015 | — | Common Stock | 40,870 | 40,870 | D |
Explanation of responses
- F1Shares acquired on the vesting of restricted stock units.
- F2Shares withheld for payment of tax liability.
- F3Transactions reported on this Form 4 were made pursuant to trading instructions adopted by the undersigned on April 25, 2013 that are intended to comply with Rule 10b5-1(c).
- F4This transaction was executed in multiple trades at prices ranging from $36.61 to $36.97. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.
- F5Each restricted stock unit represents the right to receive, following vesting, one share of Intel Corporation common stock.
- F6Unless earlier forfeited under the terms of the RSU, 1/12th of the awards vest and convert into common stock in twelve substantially equal quarterly tranches, beginning on April 23, 2014. If the quarterly vesting date falls on a non-business date, the next business date shall apply.
- F7Each performance-based Restricted Stock Unit (RSU) represents the right to receive, following vesting, up to 200% of one share of Intel common stock, together with dividend equivalent shares on the vested number of shares. The resulting number of shares of Intel common stock acquired upon vesting of the performance-based RSUs is contingent upon the achievement of pre-established performance metrics, as approved by the Company's Compensation Committee, over a three-year performance period beginning on the grant date and ending on the third anniversary of the grant date, unless that date falls on a date that the NASDAQ Stock Market is closed, in which case the next business date that the NASDAQ Stock Market is open shall apply.
- F8Unless earlier forfeited under the terms of the performance-based RSU, each performance-based RSU vests and converts into no more than 200% of one share of Intel common stock three years and one month after the grant date (together with dividend equivalent shares thereon), unless that date falls on a non-business date, in which case the next business date shall apply.
- F9Unless earlier forfeited under the terms of the RSU, 1/12th of the awards vest and convert into common stock in twelve substantially equal quarterly tranches, beginning on April 23, 2015. If the quarterly vesting date falls on a non-business date, the next business date shall apply.