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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Stock Option (right to buy) | $ 8.8 | 08/25/2007 | D | 22,533 | (2) | 12/20/2014 | Common Stock | 22,533 | (2) | 0 | D | ||||
Stock Option (right to buy) | $ 3.8 | 08/25/2007 | D | 25,000 | (3) | 04/05/2014 | Common Stock | 25,000 | (3) | 0 | D | ||||
Stock Option (right to buy) | $ 4.15 | 08/25/2007 | D | 41,667 | (4) | 01/17/2016 | Common Stock | 41,667 | (4) | 0 | D | ||||
Stock Option (right to buy) | $ 8.5 | 08/25/2007 | D | 25,000 | (5) | 12/04/2016 | Common Stock | 25,000 | (5) | 0 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
WALLIN RAY C/O SIPEX CORPORATION 233 SOUTH HILLVIEW DRIVE MILPITAS, CA 95035 |
Sr. Vice President, CFO |
/s/ Ray Wallin | 08/24/2007 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | Disposed of pursuant to a merger agreement between issuer and Exar Corporation in exchange for 496 shares of Exar common stock having a market closing price of $13.49 per share on August 24, 2007, the day before the effective time of the merger. |
(2) | This option, which provided for vesting of 1/4 of the shares subject to the option on December 10, 2005 and 1/4 of the shares subject to the option each year thereafter, was assumed by Exar Corporation in the merger and replaced with an option to purchase 15,049 shares of Exar common stock at an exercise price of $13.18 per share. |
(3) | This option, which provided for vesting of 1/4 of the shares subject to the option on April 5, 2005 and 1/4 of the shares subject to the option each year thereafter, was assumed by Exar Corporation in the merger and replaced with an option to purchase 16,697 shares of Exar common stock at an exercise price of $5.69 per share. |
(4) | This option, which provided for vesting of 1/4 of the shares subject to the option on January 17, 2007 and 1/48 of the shares subject to the option each month thereafter, was assumed by Exar Corporation in the merger and replaced with an option to purchase 27,829 shares of Exar common stock at an exercise price of $6.22 per share. |
(5) | This option, which provided for vesting of 1/4 of the shares subject to the option on December 4, 2007 and in equal monthly installments thereafter up to December 4, 2010, was assumed by Exar Corporation in the merger and replaced with an option to purchase 16,697 shares of Exar common stock at an exercise price of $12.73 per share. |