SEC Form 4 · accession 0001209191-15-077184
FLEX LTD. · FLEX
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Michael M McNamara
Officer — Chief Executive Officer · Director
Period of report
Oct 26, 2015
Accepted (ET)
Oct 28, 2015 · 6:37 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000866374
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Ordinary Shares | Oct 26, 2015 | M | 437,880 | $2.26 | A | 3,371,971 | D | |
| Ordinary SharesF1 | Oct 26, 2015 | S | 437,880 | $11.414 | D | 2,934,091 | D | |
| Ordinary Shares | Oct 27, 2015 | M | 62,120 | $2.26 | A | 2,996,211 | D | |
| Ordinary SharesF2,F3,F4,F5 | Oct 27, 2015 | S | 62,120 | $11.2286 | D | 2,934,091 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Employee Stock Option (Right to Buy)F6 | $2.26 | Oct 26, 2015 | M | 437,880 | D | — | Dec 5, 2015 | Ordinary Shares | 437,880 | 562,120 | D |
| Employee Stock Option (Right to Buy)F6 | $2.26 | Oct 27, 2015 | M | 62,120 | D | — | Dec 5, 2015 | Ordinary Shares | 62,120 | 500,000 | D |
Explanation of responses
- F1Price reflects weighted average sales price; actual sales prices ranged from $11.34 to $11.58. The Reporting Person undertakes to provide, upon request by the Commission staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares purchased or sold at each separate price.
- F2Price reflects weighted average sales price; actual sales prices ranged from $11.15 to $11.33. The Reporting Person undertakes to provide, upon request by the Commission staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares purchased or sold at each separate price.
- F3Includes the following: (1) 112,500 unvested Restricted Share Units, which will vest on May 17, 2016; (2) 225,000 unvested Restricted Share Units, which will vest in two equal annual installments beginning on May 21, 2016; (3) 273,973 unvested Restricted Share Units, which will vest in three equal annual installments beginning on June 26, 2016; and (4) 359,504 unvested Restricted Share Units, which will vest in four equal annual installments beginning on June 10, 2016.
- F4Each unvested Restricted Share Unit represents a contingent right to receive one unrestricted, fully transferable share for each vested Restricted Share Unit which has not previously forfeited.
- F5The shares are held by the McNamara Family Trust.
- F6The award was fully vested on June 2, 2012.
Remarks
The options exercised as reported in this Form 4 were scheduled to expire on December 5, 2015, and were effected pursuant to a Rule 10b5-1 trading plan.