SEC Form 4 · accession 0001413753-17-000054
SEMTECH CORP · SMTC
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Mohan Maheswaran
Officer — President and CEO · Director
Period of report
Jul 14, 2017
Accepted (ET)
Jul 14, 2017 · 6:42 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000088941
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Jul 14, 2017 | S | 1,500 | $37.4083 | D | 193,811 | D | |
| Common Stock | Jul 14, 2017 | M | 66,000 | $0.00 | A | 259,811 | D | |
| Common Stock | Jul 14, 2017 | F | 34,439 | $37.35 | D | 225,372 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Performance Restricted Stock UnitF4,F3,F5 | — | Jul 14, 2017 | M | 66,000 | D | — | Feb 26, 2019 | Common Stock | 66,000 | 154,000 | D |
Explanation of responses
- F1This transaction was effected pursuant to a Rule 10b5-1 trading plan adopted by Mr. Maheswaran on June 13, 2016.
- F2This price represents the weighted average of these sales. The prices ranged from $37.2500 to $37.6000. Price and share details are available upon request.
- F3Each Performance Restricted Stock Unit represents the contingent right to one share of the company's common stock.
- F4This amount represents the 30% of the total award that vested as a result of the achievement of the 120-day closing price average equaling or exceeding $35.
- F5Mr. Maheswaran was awarded 220,000 Performance Restricted Stock Units on February 26, 2014. The award vests 30% if the 120-day average closing price equals or exceeds $35. The award vests fully if the 120-day average closing price equals or exceeds $40.