SEC Form 4 · accession 0001209191-17-060475
CYPRESS SEMICONDUCTOR CORP /DE/ · CY
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Sam Geha
Officer — Corporate SVP, Memory Products
Period of report
Nov 9, 2017
Accepted (ET)
Nov 13, 2017 · 7:56 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000791915
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Nov 9, 2017 | M | 18,191 | $11.27 | A | 63,000 | D | |
| Common StockF1,F2 | Nov 9, 2017 | F | 14,484 | $16.7337 | D | 48,516 | D | |
| Common StockF3,F2 | Nov 9, 2017 | S | 3,707 | $16.7337 | D | 44,809 | D | |
| Common StockF4 | Nov 9, 2017 | S | 4,562 | $16.6728 | D | 40,247 | D | |
| Common StockF5 | Nov 10, 2017 | M | 2,000 | $0.00 | A | 42,247 | D | |
| Common StockF6 | Nov 13, 2017 | F | 755 | $16.945 | D | 41,492 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Option (right to buy)F7 | $11.27 | Nov 9, 2017 | M | 18,191 | D | — | — | Common Stock | 18,191 | 309 | D |
| Restricted Stock UnitsF5,F8 | — | Nov 10, 2017 | M | 2,000 | D | — | — | Common Stock | 2,000 | 4,000 | D |
Explanation of responses
- F1Represents the aggregate number of shares of common stock withheld for payment of the exercise price and tax liability incident to the transactions of a security issued in accordance with Rule 16b-3.
- F2The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $16.73 to $16.74 per share, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote (2) to this Form 4.
- F3Represents the subsequent sale of shares of common stock acquired pursuant to the exercise of the option issued in accordance with Rule 16b-3.
- F4Represents shares of common stock previously acquired by the Reporting Person upon vesting and settlement of restricted stock units awarded to the Reporting Person under the Issuer's equity incentive plans. Restricted stock units and performance restricted stock units convert into common stock on a one-for-one basis upon vesting.
- F5Restricted stock units convert into common stock on a one-for-one basis upon vesting.
- F6Represents the aggregate number of shares of common stock sold for payment of the tax liability incident to the vesting of the restricted stock units issued in accordance with Rule 16b-3.
- F7The option was granted on December 18, 2012 and vests in 60 equal monthly installments beginning on December 19, 2012. The option is due to expire on December 18, 2020.
- F8On November 20, 2014, the Reporting Person was granted 10,000 restricted stock units, vesting in five equal annual installments beginning on November 10, 2015.