SEC Form 4 · accession 0001273902-18-000067
CIRRUS LOGIC, INC. · CRUS
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Jason P Rhode
Officer — President & CEO · Director
Period of report
Nov 7, 2018
Accepted (ET)
Nov 9, 2018 · 5:43 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000772406
Table I — non-derivative securities
No Table I lines on this filing.
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Incentive Stock Option (right to buy)F1 | $41.49 | Nov 7, 2018 | A | 2,411 | A | — | Nov 7, 2028 | Common Stock | 2,411 | 2,411 | D |
| Non-Qualified Stock Option (right to buy)F1 | $41.49 | Nov 7, 2018 | A | 72,589 | A | — | Nov 7, 2028 | Common Stock | 72,589 | 72,589 | D |
| Performance SharesF2 | — | Nov 7, 2018 | A | 20,000 | A | — | — | Common Stock | 20,000 | 60,000 | D |
| Restricted Stock UnitsF3,F4 | — | Nov 7, 2018 | A | 25,000 | A | — | — | Common Stock | 25,000 | 75,000 | D |
Explanation of responses
- F1Only vested shares can be exercised under this option. 25% of the shares will vest on 11/7/19; the remaining shares will vest monthly over the following 36 months so that the option will be fully vested and exercisable on 11/7/22.
- F2Each Performance-based Restricted Stock Unit ("RSU's") represents the right to receive, following vesting, up to 200% of one share of Cirrus Logic, Inc. common stock. The resulting number of shares of common stock acquired upon vesting of the performance-based RSU's 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 November 7, 2018, and ending on November 7, 2021.
- F3Each restricted stock unit represents a contingent right to receive one share of Cirrus Logic common stock.
- F4100% of the restricted stock units will vest on 11/7/21, the 3-year anniversary of the grant date.