SEC Form 4 · accession 0001179110-15-008013
RAMBUS INC · RMBS
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Jae Kim
Officer — SVP & GC
Period of report
May 15, 2015
Accepted (ET)
May 18, 2015 · 5:32 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000917273
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | May 15, 2015 | M | 3,026 | $7.31 | A | 27,797 | D | |
| Common Stock | May 15, 2015 | M | 3,437 | $5.46 | A | 31,234 | D | |
| Common Stock | May 15, 2015 | M | 2,062 | $5.46 | A | 33,296 | D | |
| Common Stock | May 15, 2015 | M | 5,555 | $5.63 | A | 38,851 | D | |
| Common Stock | May 15, 2015 | M | 2,529 | $5.63 | A | 41,380 | D | |
| Common Stock | May 15, 2015 | M | 3,294 | $8.76 | A | 44,674 | D | |
| Common StockF2 | May 15, 2015 | S | 21,880 | $14.1678 | D | 22,794 | D | |
| Common StockF3 | May 18, 2015 | S | 780 | $14.46 | D | 22,014 | 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)F4 | $7.31 | May 15, 2015 | M | 3,026 | D | — | Feb 1, 2022 | Common Stock | 3,026 | 9,188 | D |
| Common Stock (right to buy)F5 | $5.46 | May 15, 2015 | M | 3,437 | D | — | Feb 1, 2023 | Common Stock | 3,437 | 18,527 | D |
| Common Stock (right to buy)F5 | $5.46 | May 15, 2015 | M | 2,062 | D | — | Feb 1, 2023 | Common Stock | 2,062 | 11,117 | D |
| Common Stock (right to buy)F6 | $5.63 | May 15, 2015 | M | 5,555 | D | — | Aug 2, 2020 | Common Stock | 5,555 | 12,745 | D |
| Employee Stock Option (right to buy)F6 | $5.63 | May 15, 2015 | M | 2,529 | D | — | Feb 1, 2021 | Common Stock | 2,529 | 5,804 | D |
| Common Stock (right to buy)F7 | $8.76 | May 15, 2015 | M | 3,294 | D | — | Feb 3, 2024 | Common Stock | 3,294 | 39,135 | D |
Explanation of responses
- F1The sales reported on this Form 4 are pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on March 6, 2015.
- F2The sale price reported in Column 4 of Table 1 represents the weighted average sale price of the shares sold ranging from $14.09 to $14.25. Upon request by the Commission staff, the Issuer, or a security holder of the Issuer, the Reporting Person will provide full information regarding the number of shares sold at each separate price.
- F3The sale price reported in Column 4 of Table 1 represents the exact sale price of the shares sold.
- F4Ten percent of the shares subject to the option vested on August 1, 2012 and the remaining shares vested monthly thereafter until fully vested on February 1, 2016.
- F5Ten percent of the shares subject to the option vested on August 1, 2013 and the remaining shares vested monthly thereafter until fully vested on February 1, 2017.
- F6One-third of the shares subject to the option vested on June 22, 2013 and the remaining shares vested monthly thereafter until fully vested on June 22, 2015.
- F7Ten percent of the shares subject to the option vested on August 3, 2014 and the remaining shares vested monthly thereafter until fully vested on February 3, 2018.