SEC Form 4 · accession 0001209191-17-047955
RAMBUS INC · RMBS
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Jae Kim
Officer — SVP & GC
Period of report
Aug 3, 2017
Accepted (ET)
Aug 7, 2017 · 6:15 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 | Aug 3, 2017 | M | 495 | $7.31 | A | 120,126 | D | |
| Common Stock | Aug 3, 2017 | M | 2,432 | $5.46 | A | 122,558 | D | |
| Common Stock | Aug 3, 2017 | M | 1,459 | $5.46 | A | 124,017 | D | |
| Common Stock | Aug 3, 2017 | M | 243 | $5.63 | A | 124,260 | D | |
| Common Stock | Aug 3, 2017 | M | 110 | $5.63 | A | 124,370 | D | |
| Common Stock | Aug 3, 2017 | M | 10,287 | $8.76 | A | 134,657 | D | |
| Common Stock | Aug 3, 2017 | M | 5,134 | $11.26 | A | 139,791 | D | |
| Common Stock | Aug 3, 2017 | M | 6,428 | $12.31 | A | 146,219 | D | |
| Common StockF1 | Aug 3, 2017 | S | 39,195 | $12.7025 | D | 107,024 | D | |
| Common StockF2 | Aug 4, 2017 | S | 3,254 | $12.8032 | D | 103,770 | 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)F3 | $7.31 | Aug 3, 2017 | M | 495 | D | — | Feb 1, 2022 | Common Stock | 495 | 0 | D |
| Employee Stock Option (right to buy)F4 | $5.46 | Aug 3, 2017 | M | 2,432 | D | — | Feb 1, 2023 | Common Stock | 2,432 | 0 | D |
| Employee Stock Option (right to buy)F4 | $5.46 | Aug 3, 2017 | M | 1,459 | D | — | Feb 1, 2023 | Common Stock | 1,459 | 0 | D |
| Employee Stock Option (right to buy)F5 | $5.63 | Aug 3, 2017 | M | 243 | D | — | Aug 2, 2020 | Common Stock | 243 | 0 | D |
| Employee Stock Option (right to buy)F5 | $5.63 | Aug 3, 2017 | M | 110 | D | — | Feb 1, 2021 | Common Stock | 110 | 0 | D |
| Employee Stock Option (right to buy)F6 | $8.76 | Aug 3, 2017 | M | 10,287 | D | — | Feb 3, 2024 | Common Stock | 16,073 | 5,786 | D |
| Employee Stock OptionF7 | $11.26 | Aug 3, 2017 | M | 5,134 | D | — | Feb 2, 2025 | Common Stock | 10,534 | 5,400 | D |
| Employee Stock OptionF8 | $12.31 | Aug 3, 2017 | M | 6,428 | D | — | Feb 1, 2026 | Common Stock | 18,000 | 11,572 | D |
Explanation of responses
- F1The sale price reported in Column 4 of Table 1 represents the weighted average sale price of the shares sold ranging from $12.65 to $12.75. 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.
- F2All shares were sold at an exact sale price of $12.8032.
- F3Ten 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.
- F4Ten 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.
- F5One-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.
- F6Ten 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.
- F7Ten percent of the shares subject to the option vested on August 2, 2015 and the remaining shares vest monthly thereafter until fully vested on February 2, 2019.
- F8Ten percent of the shares subject to the option vested on August 1, 2016 and the remaining shares vest monthly thereafter until fully vested on February 1, 2020.