SEC Form 4 · accession 0001127602-16-064266

HUTCHINSON TECHNOLOGY INC · HTCH

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

Reporting owner

David P Radloff

Officer — VP & CFO

Period of report

Oct 5, 2016

Accepted (ET)

Oct 5, 2016 · 1:28 pm EDT

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0000772897

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Common Stock^F1	Oct 5, 2016	D	23,009	$4.00	D	0	D

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	D/I
Employee Stock Option (Right to Buy)^F2	$27.46	Oct 5, 2016	D	6,000	D	—	Nov 30, 2015	Common Stock	6,000	D
Employee Stock Option (Right to Buy)^F3	$23.05	Oct 5, 2016	D	10,000	D	—	Nov 29, 2016	Common Stock	10,000	D
Employee Stock Option (Right to Buy)^F4	$26.21	Oct 5, 2016	D	10,000	D	—	Nov 28, 2017	Common Stock	10,000	D
Employee Stock Option (Right to Buy)^F5	$3.03	Oct 5, 2016	D	10,000	D	—	Dec 3, 2018	Common Stock	10,000	D
Employee Stock Option (Right to Buy)^F6	$7.35	Oct 5, 2016	D	16,000	D	—	Dec 2, 2019	Common Stock	16,000	D
Employee Stock Option (Right to Buy)^F7	$3.03	Oct 5, 2016	D	30,000	D	—	Dec 1, 2020	Common Stock	30,000	D
Employee Stock Option (Right to Buy)^F8	$1.70	Oct 5, 2016	D	24,000	D	—	Nov 29, 2021	Common Stock	24,000	D
Employee Stock Option (Right to Buy)^F9	$1.53	Oct 5, 2016	D	60,000	D	—	Dec 4, 2022	Common Stock	60,000	D
Employee Stock Option (Right to Buy)^F10	$2.98	Oct 5, 2016	D	60,000	D	—	Dec 3, 2023	Common Stock	60,000	D
Employee Stock Option (Right to Buy)^F11	$3.43	Oct 5, 2016	D	60,000	D	—	Dec 2, 2024	Common Stock	60,000	D

Explanation of responses

F1Price reflects per share consideration paid pursuant to the Agreement and Plan of Merger, dated November 1, 2015 (the "Merger Agreement"), by and among Hutchinson Technology Incorporated, Headway Technologies, Inc. and Hydra Merger Sub, Inc.
F10These stock options, which provided for vesting in three equal installments beginning on the first anniversary of the date of grant, were canceled pursuant to the terms of the Merger Agreement in exchange for a cash payment of $4.00 less the per share exercise price multiplied by the number of unexercised options, without interest.
F11These stock options, which provided for vesting in three equal installments beginning on the first anniversary of the date of grant, were canceled pursuant to the terms of the Merger Agreement in exchange for a cash payment of $4.00 less the per share exercise price multiplied by the number of unexercised options, without interest.
F2These stock options, which provided for vesting in two equal installments beginning on the first anniversary of the date of grant, have either expired or have been canceled pursuant to the terms of the Merger Agreement.
F3These stock options, which provided for vesting in two equal installments beginning on the first anniversary of the date of grant, were canceled pursuant to the terms of the Merger Agreement.
F4These stock options, which provided for vesting in two equal installments beginning on the first anniversary of the date of grant, were canceled pursuant to the terms of the Merger Agreement.
F5These stock options, which provided for vesting in two equal installments beginning on the first anniversary of the date of grant, were canceled pursuant to the terms of the Merger Agreement in exchange for a cash payment of $4.00 less the per share exercise price multiplied by the number of unexercised options, without interest.
F6These stock options, which provided for vesting in two equal installments beginning on the first anniversary of the date of grant, were canceled pursuant to the terms of the Merger Agreement.
F7These stock options, which provided for vesting in two equal installments beginning on the first anniversary of the date of grant, were canceled pursuant to the terms of the Merger Agreement in exchange for a cash payment of $4.00 less the per share exercise price multiplied by the number of unexercised options, without interest.
F8These stock options, which provided for vesting in three equal installments beginning on the first anniversary of the date of grant, were canceled pursuant to the terms of the Merger Agreement in exchange for a cash payment of $4.00 less the per share exercise price multiplied by the number of unexercised options, without interest.
F9These stock options, which provided for vesting in three equal installments beginning on the first anniversary of the date of grant, were canceled pursuant to the terms of the Merger Agreement in exchange for a cash payment of $4.00 less the per share exercise price multiplied by the number of unexercised options, without interest.