SEC Form 4 · accession 0001209191-16-123353
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
May 23, 2016
Accepted (ET)
May 25, 2016 · 7:24 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 SharesF1 | May 23, 2016 | A | 868,500 | $0.00 | A | 3,690,091 | D | |
| Ordinary SharesF3 | May 24, 2016 | S | 112,500 | $12.5698 | D | 3,577,591 | D | |
| Ordinary SharesF4,F5,F6,F7 | May 25, 2016 | S | 217,125 | $12.3491 | D | 3,360,466 | D |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1On 5/21/2013, the Reporting Person was awarded a number of performance-based restricted stock units (RSUs), within a preset range, with the actual number contingent upon the achievement of a certain performance criterion. If the performance criterion is achieved, the RSUs granted vest on the next business day following the third anniversary of the date of grant, subject to applicable taxes upon delivery.
- F2Includes disposition of shares exempt under Rule 16b-3 as payment of tax liability to Company incident to vesting of restricted stock share award.
- F3Price reflects weighted average sales price; actual sales prices ranged from $12.41 to $12.75. 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.
- F4Price reflects weighted average sales price; actual sales prices ranged from $12.205 to $12.55. 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.
- F5Includes the following: (1) 112,500 unvested Restricted Share Units, which will vest on May 21, 2017; (2) 273,973 unvested Restricted Share Units, which will vest in three equal annual installments beginning on June 26, 2016; and (3) 359,504 unvested Restricted Share Units, which will vest in four equal annual installments beginning on June 10, 2016.
- F6Each 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.
- F7The shares are held by the McNamara Family Trust.
Remarks
The sales as reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan.