SEC Form 4 · accession 0000914329-15-000012
FEI CO · FEIC
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Don R Kania
Officer — President, CEO · Director
Period of report
Feb 5, 2015
Accepted (ET)
Feb 9, 2015 · 1:42 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000914329
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Feb 5, 2015 | M | 2,337 | $79.89 | A | 38,148 | D | |
| Common StockF2 | Feb 5, 2015 | F | 866 | $79.89 | D | 37,282 | D | |
| Common StockF1 | Feb 6, 2015 | M | 1,417 | $79.84 | A | 38,699 | D | |
| Common StockF2 | Feb 6, 2015 | F | 516 | $79.84 | D | 38,183 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Performance-based RSUsF3,F4,F5 | $0.00 | Feb 5, 2015 | M | 2,337 | A | Feb 11, 2014 | — | Common Stock | 2,337 | 2,338 | D |
| Performance-based RSUsF6,F5 | — | Feb 6, 2015 | M | 1,417 | A | Feb 6, 2013 | — | Common Stock | 1,417 | 0 | D |
Explanation of responses
- F1Shares acquired on the vesting of the Performance-based RSUs.
- F2Shares withheld for payment of tax liability.
- F3Each Performance-based RSU represents the right to receive, following vesting, one share of the Company's common stock. These RSUs are performance-based RSUs that were to vest only if the Company achieved a 10-day improvement in cash cycle time in 2013 ("Performance Target"), and were to have been forfeited if the Company did not achieve the Performance Target. The Company exceeded the Performance Target. As a result, one-third vested on February 5, 2014 (the date of the Company's public announcement of its financial results for 2013), one-third vested on February 5, 2015, and the remaining one-third will vest on February 5, 2016.
- F4This date represented the estimated initial vesting date of these RSUs if the Performance Targets were met. The actual initial vest date was February 5, 2014, the date of the public release of the Company's 2013 financial results.
- F5These RSUs do not expire. Unless forfeited under the terms of the Performance-based RSUs, these RSUs will vest as previously described.
- F6Each Performance-based RSU represents the right to receive, following vesting, one share of the Company's common stock. These RSUs are performance-based RSUs that were approved by the Compensation Committee of the Board of Directors of the Company on October 28, 2011. These RSUs were contingent upon the Company achieving certain specified levels of sales and meeting minimum operating income targets in 2012. These RSUs are now fully vested.