SEC Form 4 · accession 0001214659-17-005922
EMCORE CORP · EMKR
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Jeffrey Rittichier
Officer — Chief Executive Officer · Director
Period of report
Sep 29, 2017
Accepted (ET)
Oct 3, 2017 · 5:02 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000808326
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Sep 29, 2017 | M | 74,820 | $0.00 | A | 271,005 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Performance-Based Restricted Stock UnitsF2,F3 | — | Sep 29, 2017 | M | 33,333 | D | — | — | Common Stock | 33,333 | 66,667 | D |
| Restricted Stock UnitsF4,F5 | — | Sep 29, 2017 | M | 8,154 | D | — | — | Common Stock | 8,154 | 61,846 | D |
Explanation of responses
- F1Represents shares of restricted common stock issued to the Reporting Person in connection with an equity award originally granted on October 18, 2016. Such shares of common stock are subject to all of the same vesting conditions as the original equity award such that, subject to earlier forfeiture, (i) 8,154 of these shares vest on October 18, 2020, and (ii) up to 66,666 of these shares (at the maximum award level) vest on October 17, 2019 based on the Issuer's total shareholder return (TSR) compared to pre-established relative TSR goals, based on the TSR of the Russell Midcap Index, that were set by the Compensation Committee of the Isuser's Board of Directors, in each case subject to the Reporting Person's continued service to the Issuer through the applicable vesting date.
- F2Each PSU represented a contingent right to receive one share of the Issuer's common stock, based on the Issuer's TSR compared to pre-established relative TSR goals, based on the TSR of the Russell Microcap Index, that were set by the Compensation Committee of the Board of Directors. The aggregate number of shares issued may range from zero (0) to 200% of the target number of shares reported in columns 7 and 9 of this report.
- F3On October 18, 2016, the Reporting Person was granted a target number of 100,000 PSUs that vest, if at all, in an amount equal to between zero (0) and 200% of the target number of shares reported, subject to the Reporting Person's continued service to the Issuer through the vesting date.
- F4Each restricted stock unit represented a contingent right to receive one share of the Issuer's common stock.
- F5On October 18, 2016, the Reporting Person was granted 70,000 restricted stock units, vesting in four equal installments commencing on October 18, 2017, subject to the Reporting Person's continued service to the Issuer through the applicable vesting date.