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Home/Filings/4/0001181431-10-005452
4//SEC Filing

CALIFORNIA MICRO DEVICES CORP 4

Accession 0001181431-10-005452

CIK 0000800460operating
View on SEC.govCompany Profile

Filed

Jan 28, 7:00 PM ET

Accepted

Jan 29, 8:30 PM ET

Size

35.2 KB

Accession

0001181431-10-005452

Insider Transaction Report

Form 4
Period: 2010-01-27
CALIFORNIA MICRO DEVICES CORPCAMD
BAKER KYLE
VP Marketing
Transactions
  • Disposition to Issuer

    Stock Option (Right to Buy)

    2010-01-27−30,000→ 0 total
    Exercise: $5.06Exp: 2012-08-06→ Common Stock (30,000 underlying)
  • Disposition to Issuer

    Stock Option (Right to Buy)

    2010-01-27−37,500→ 0 total
    Exercise: $4.37Exp: 2016-08-23→ Common Stock (37,500 underlying)
  • Disposition to Issuer

    Stock Option (Right to Buy)

    2010-01-27−37,500→ 0 total
    Exercise: $3.70Exp: 2017-08-24→ Common Stock (37,500 underlying)
  • Disposition to Issuer

    Stock Option (Right to Buy)

    2010-01-27−50,000→ 0 total
    Exercise: $3.12Exp: 2018-08-21→ Common Stock (50,000 underlying)
  • Disposition to Issuer

    Stock Option (Right to Buy)

    2010-01-27−6,775→ 0 total
    Exercise: $4.50Exp: 2013-01-22→ Common Stock (6,775 underlying)
  • Disposition to Issuer

    Stock Option (Right to Buy)

    2010-01-27−12,500→ 0 total
    Exercise: $3.70Exp: 2017-08-24→ Common Stock (12,500 underlying)
  • Disposition to Issuer

    Stock Option (Right to Buy)

    2010-01-27−50,000→ 0 total
    Exercise: $8.05Exp: 2011-08-06→ Common Stock (50,000 underlying)
  • Disposition to Issuer

    Stock Option (Right to Buy)

    2010-01-27−12,500→ 0 total
    Exercise: $4.37Exp: 2016-08-23→ Common Stock (12,500 underlying)
  • Disposition to Issuer

    Stock Option (Right to Buy)

    2010-01-27−50,000→ 0 total
    Exercise: $5.95Exp: 2014-08-12→ Common Stock (50,000 underlying)
  • Disposition to Issuer

    Stock Option (Right to Buy)

    2010-01-27−37,500→ 0 total
    Exercise: $6.64Exp: 2015-08-25→ Common Stock (37,500 underlying)
  • Disposition to Issuer

    Stock Option (Right to Buy)

    2010-01-27−37,500→ 0 total
    Exercise: $6.64Exp: 2015-08-25→ Common Stock (37,500 underlying)
  • Disposition to Issuer

    Common Stock

    2010-01-27$4.70/sh−25,000$117,500→ 0 total
  • Disposition to Issuer

    Stock Option (Right to Buy)

    2010-01-27−50,000→ 0 total
    Exercise: $8.05Exp: 2011-08-06→ Common Stock (50,000 underlying)
Footnotes (13)
  • [F1]Represents shares of restricted common stock of California Micro Devices Corporation ("CAMD"), which provided for vesting ratably over 16 fiscal quarters from January 1, 2010 to March 31, 2010, subject to continued employment and company performance, that was disposed of pursuant to the Agreement and Plan of Merger, dated as of December 14, 2009 (the "Merger Agreement"), by and among ON Semiconductor Corporation ("ON"), Pac-10 Acquisition Corporation, an indirect, wholly-owned subsidiary of ON, and CAMD, in exchange for restricted cash in the amount of $117,500, or $4.70 per share. The restricted cash will vest 25% on November 25, 2010 and 6.25% on each calendar quarter thereafter.
  • [F10]This option which vested 25% on August 23, 2007 and 6.25% each quarter thereafter, was assumed by ON pursuant to the Merger Agreement and replaced with an option to purchase ON shares. The number of ON options is equal to number of CMD options times .5922 (rounded down to the nearest share) and the ON options have an exercise price equal to the CMD option exercise price divided by .5922 (rounded up to the nearest cent).
  • [F11]This option which vested 25% on August 24, 2008 and 6.25% each quarter thereafter, was assumed by ON pursuant to the Merger Agreement and replaced with an option to purchase ON shares. The number of ON options is equal to number of CMD options times .5922 (rounded down to the nearest share) and the ON options have an exercise price equal to the CMD option exercise price divided by .5922 (rounded up to the nearest cent).
  • [F12]This option which vested 25% on August 24, 2008 and 6.25% each quarter thereafter, was assumed by ON pursuant to the Merger Agreement and replaced with an option to purchase ON shares. The number of ON options is equal to number of CMD options times .5922 (rounded down to the nearest share) and the ON options have an exercise price equal to the CMD option exercise price divided by .5922 (rounded up to the nearest cent).
  • [F13]This option which vested 25% on August 21, 2009 and 6.25% each quarter thereafter, was assumed by ON pursuant to the Merger Agreement and replaced with an option to purchase ON shares. The number of ON options is equal to number of CMD options times .5922 (rounded down to the nearest share) and the ON options have an exercise price equal to the CMD option exercise price divided by .5922 (rounded up to the nearest cent).
  • [F2]This option which vested 25% on August 6, 2002 and 6.25% each quarter thereafter, was assumed by ON pursuant to the Merger Agreement and replaced with an option to purchase ON shares. The number of ON options is equal to number of CMD options times .5922 (rounded down to the nearest share) and the ON options have an exercise price equal to the CMD option exercise price divided by .5922 (rounded up to the nearest cent).
  • [F3]This option which vested 25% on August 6, 2002 and 6.25% each quarter thereafter, was assumed by ON pursuant to the Merger Agreement and replaced with an option to purchase ON shares. The number of ON options is equal to number of CMD options times .5922 (rounded down to the nearest share) and the ON options have an exercise price equal to the CMD option exercise price divided by .5922 (rounded up to the nearest cent).
  • [F4]This option which vested 25% on August 6, 2003 and 6.25% each quarter thereafter, was assumed by ON pursuant to the Merger Agreement and replaced with an option to purchase ON shares. The number of ON options is equal to number of CMD options times .5922 (rounded down to the nearest share) and the ON options have an exercise price equal to the CMD option exercise price divided by .5922 (rounded up to the nearest cent).
  • [F5]This option which vested 25% on January 22, 2004 and 6.25% each quarter thereafter, was assumed by ON pursuant to the Merger Agreement and replaced with an option to purchase ON shares. The number of ON options is equal to number of CMD options times .5922 (rounded down to the nearest share) and the ON options have an exercise price equal to the CMD option exercise price divided by .5922 (rounded up to the nearest cent).
  • [F6]This option which vested 25% on August 12, 2005 and 6.25% each quarter thereafter, was assumed by ON pursuant to the Merger Agreement and replaced with an option to purchase ON shares. The number of ON options is equal to number of CMD options times .5922 (rounded down to the nearest share) and the ON options have an exercise price equal to the CMD option exercise price divided by .5922 (rounded up to the nearest cent).
  • [F7]This option which vested 25% on August 25, 2006 and 6.25% each quarter thereafter, was assumed by ON pursuant to the Merger Agreement and replaced with an option to purchase ON shares. The number of ON options is equal to number of CMD options times .5922 (rounded down to the nearest share) and the ON options have an exercise price equal to the CMD option exercise price divided by .5922 (rounded up to the nearest cent).
  • [F8]This option which vested 25% on August 25, 2006 and 6.25% each quarter thereafter, was assumed by ON pursuant to the Merger Agreement and replaced with an option to purchase ON shares. The number of ON options is equal to number of CMD options times .5922 (rounded down to the nearest share) and the ON options have an exercise price equal to the CMD option exercise price divided by .5922 (rounded up to the nearest cent).
  • [F9]This option which vested 25% on August 23, 2007 and 6.25% each quarter thereafter, was assumed by ON pursuant to the Merger Agreement and replaced with an option to purchase ON shares. The number of ON options is equal to number of CMD options times .5922 (rounded down to the nearest share) and the ON options have an exercise price equal to the CMD option exercise price divided by .5922 (rounded up to the nearest cent).

Documents

1 file

Issuer

CALIFORNIA MICRO DEVICES CORP

CIK 0000800460

→
Entity typeoperating
IncorporatedCA

Related Parties

1
  • filerCIK 0000800460

Filing Metadata

Form type
4
Filed
Jan 28, 7:00 PM ET
Accepted
Jan 29, 8:30 PM ET
Size
35.2 KB
View on SEC.gov