SEC Form 4 · accession 0001209191-16-100656
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
Feb 17, 2016
Accepted (ET)
Feb 19, 2016 · 5:12 pm EST
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 | Feb 17, 2016 | M | 250,000 | $1.94 | A | 3,184,091 | D | |
| Ordinary SharesF1,F2,F3,F4 | Feb 17, 2016 | S | 250,000 | $10.6163 | 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)F5 | $1.94 | Feb 17, 2016 | M | 250,000 | D | — | Mar 2, 2016 | Ordinary Shares | 250,000 | 250,000 | D |
Explanation of responses
- F1Price reflects weighted average sales price; actual sales prices ranged from $10.56 to $10.68. 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.
- F2Includes 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.
- F3Each 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.
- F4The shares are held by the McNamara Family Trust.
- F5The award was fully vested on June 2, 2012.
Remarks
The options exercised as reported in this Form 4 were scheduled to expire on March 2, 2016, and were effected pursuant to a Rule 10b5-1 trading plan.