SEC Form 4 · accession 0001209191-15-087406

ALTERA CORP · ALTR

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Elisha W Finney

Director

Period of report

Dec 28, 2015

Accepted (ET)

Dec 30, 2015 · 5:24 pm EST

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0000768251

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	D/I	Nature of ownership
Common Stock^F1	Dec 28, 2015	D	6,501	—	D	D
Common Stock^F1,F2	Dec 28, 2015	D	500	—	D	I	See footnote
Common Stock^F1,F2	Dec 28, 2015	D	500	—	D	I	See footnote

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Non-Qualified Stock Option (right to buy)^F3	$37.425	Dec 28, 2015	D	20,000	D	—	—	Common Stock	20,000	0	D
Restricted Stock Unit^F4,F3	$0.00	Dec 28, 2015	D	5,275	D	—	—	Common Stock	5,275	0	D

Explanation of responses

F1Outstanding shares of the common stock of the Issuer were converted into the right to receive $54.00 per share in cash, without interest thereon and subject to any required tax withholding (the "Merger Consideration"), in accordance with the Merger Agreement.
F2Shares are held in trusts for the benefit of each of the Reporting Person's children, and for which the Reporting Person serves as a trustee. The Reporting Person disclaims beneficial ownership of these securities, and the filing of this report is not an admission that the Reporting Person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose.
F3Outstanding stock options and restricted stock units ("RSUs") of the Issuer were either (i) assumed by Parent and automatically converted into corresponding equity incentive awards on common stock of Parent in accordance with the Merger Agreement, or (ii) cancelled and converted into the right to receive the Merger Consideration (less the exercise price, in the case of stock options) in accordance with the Merger Agreement.
F4Each RSU represented the contingent right to receive one share of common stock of the Issuer.

Remarks

This Form 4 reports securities disposed pursuant to the terms of an Agreement and Plan of Merger (the "Merger Agreement"), dated as of May 31, 2015, a copy of which is filed as Exhibit 2.1 to the Issuer's Form 8-K filed with the SEC on June 1, 2015, and by which the Issuer became a wholly-owned subsidiary (the "Merger") of Intel Corporation ("Parent").