SEC Form 4 · accession 0001209191-16-112448
ATMEL CORP · ATML
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Robert E Valiton Jr.
Officer — SVP, General Manager
Period of report
Apr 1, 2016
Accepted (ET)
Apr 4, 2016 · 5:40 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000872448
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Apr 1, 2016 | F | 26,685 | $8.12 | D | 444,157 | D | |
| Common StockF2 | Apr 4, 2016 | D | 444,157 | — | D | 0 | D |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Reflects a non-market disposition undertaken to pay taxes for the Reporting Person in connection with the vesting of restricted stock units. No shares were actually sold by the Reporting Person.
- F2Disposed of pursuant to merger agreement among Microchip Technology Corporation, Hero Acquisition Corporation and Atmel Corporation as follows: (a) 66,441 shares of common stock were disposed in exchange for, and converted into the right to receive, per share (i) $7.00 in cash and (ii) a fraction of a share of Microchip common stock having a market value of $1.15, calculated in accordance with the merger agreement and (b) 377,716 shares constituting Issuer time-based restricted stock units which were assumed by Microchip and were converted into the right to receive, upon vesting in accordance with time-based vesting schedules subject to earlier acceleration in accordance with the Issuer's change of control plans, such number of shares of Microchip common stock equal to (i) 377,716 multiplied by (ii) $8.15 divided by the market value of a share of Microchip common stock, calculated in accordance with the merger agreement.