PETERSON JAMES J 4
4 · MICROSEMI CORP · Filed May 30, 2018
Insider Transaction Report
Form 4
MICROSEMI CORPMSCC
PETERSON JAMES J
DirectorPresident, CEO & Director
Transactions
- Disposition to Issuer
Microsemi Common Stock
2018-05-29−473,302→ 0 total - Disposition to Issuer
Performance Rights
2018-05-29−250,000→ 0 totalExp: 2021-07-26→ Microsemi Common Stock (250,000 underlying)
Footnotes (2)
- [F1]Shares disposed of pursuant to the Agreement and Plan of Merger by and among Microchip Technology Incorporated ("Microchip") , Maple Acquisition Corporation and Microsemi Corporation (the "Merger Agreement" and, the transaction contemplated therein, the "Merger"), whereby each share of Issuer's common stock was automatically cancelled and converted into the right to an amount equal to $68.78 in cash (the "Merger Consideration").
- [F2]Each Performance Right represents a contingent right to receive one share of MSCC Common Stock. The 1,000,000 Performance Rights granted were scheduled to vest (a) 25% upon Microsemi's common stock (plus amount of any dividends paid per share) achieving a market price of not less than $50.00 per share for a period of at least twenty consecutive trading days, (b) 50% upon Microsemi's common stock (plus amount of any dividends paid per share) achieving a market price of not less than $60.00 per share for a period of at least twenty consecutive trading days, and (c) 25% upon Microsemi's common stock (plus amount of any dividends paid per share) achieving a market price of not less than $70.00 per share for a period of at least twenty consecutive trading days. The first two tranches of this award vested and this transaction reports the cancellation of the third tranche of these Performance Rights.