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4//SEC Filing

Williams Richard K 4

Accession 0001209191-12-004294

CIK 0001104042other
View on SEC.govCompany Profile

Filed

Jan 17, 7:00 PM ET

Accepted

Jan 18, 6:57 PM ET

Size

58.8 KB

Accession

0001209191-12-004294

Insider Transaction Report

Form 4
Period: 2012-01-10
ADVANCED ANALOGIC TECHNOLOGIES INCAATI
Williams Richard K
President, CEO & CTO
Transactions
  • Disposition to Issuer

    Common Stock

    2012-01-10$5.80/sh−4,568$26,494→ 0 total
  • Disposition to Issuer

    Restricted Stock Units

    2012-01-10−400,000→ 0 total
    → Common Stock (400,000 underlying)
  • Exercise/Conversion

    Common Stock

    2012-01-10$2.83/sh+20,000$56,600→ 20,000 total
  • Disposition to Issuer

    Common Stock

    2012-01-10$5.80/sh−6,484$37,607→ 0 total
  • Tax Payment

    Common Stock

    2012-01-10$5.80/sh−92,276$535,201→ 38,974 total
  • Exercise/Conversion

    Common Stock

    2012-01-10$5.71/sh+100,000$571,000→ 100,000 total
  • Disposition to Issuer

    Common Stock

    2012-01-10$5.80/sh−261,379$1,515,998→ 0 total
  • Exercise/Conversion

    Stock Option (Right to Buy)

    2012-01-10−20,000→ 0 total
    Exercise: $2.83→ Common Stock (20,000 underlying)
  • Exercise/Conversion

    Stock Option (Right to Buy)

    2012-01-10−100,000→ 0 total
    Exercise: $5.71→ Common Stock (100,000 underlying)
  • Disposition to Issuer

    Stock Option (Right to Buy)

    2012-01-10−125,000→ 0 total
    Exercise: $12.08→ Common Stock (125,000 underlying)
  • Disposition to Issuer

    Stock Option (Right to Buy)

    2012-01-10−190,000→ 0 total
    Exercise: $12.34→ Common Stock (190,000 underlying)
  • Disposition from Tender

    Common Stock

    2012-01-10$5.80/sh−2,135,296$12,384,717→ 0 total
  • Tax Payment

    Common Stock

    2012-01-10$5.80/sh−25,563$148,265→ 9,437 total
  • Exercise/Conversion

    Common Stock

    2012-01-10$4.87/sh+45,000$219,150→ 45,000 total
  • Tax Payment

    Common Stock

    2012-01-10$5.80/sh−99,018$574,304→ 982 total
  • Disposition to Issuer

    Common Stock

    2012-01-10$5.80/sh−982$5,696→ 0 total
  • Tax Payment

    Common Stock

    2012-01-10$5.80/sh−188,621$1,094,002→ 261,379 total
  • Disposition to Issuer

    Restricted Stock Units

    2012-01-10−60,000→ 0 total
    → Common Stock (60,000 underlying)
  • Exercise/Conversion

    Stock Option (Right to Buy)

    2012-01-10−450,000→ 0 total
    Exercise: $0.46→ Common Stock (450,000 underlying)
  • Exercise/Conversion

    Common Stock

    2012-01-10$3.33/sh+35,000$116,550→ 35,000 total
  • Disposition to Issuer

    Common Stock

    2012-01-10$5.80/sh−9,437$54,735→ 0 total
  • Tax Payment

    Common Stock

    2012-01-10$5.80/sh−13,516$78,393→ 6,484 total
  • Exercise/Conversion

    Common Stock

    2012-01-10$3.08/sh+131,250$404,250→ 131,250 total
  • Exercise/Conversion

    Common Stock

    2012-01-10$0.46/sh+450,000$207,000→ 450,000 total
  • Exercise/Conversion

    Stock Option (Right to Buy)

    2012-01-10−131,250→ 43,750 total
    Exercise: $3.08→ Common Stock (131,250 underlying)
  • Disposition to Issuer

    Common Stock

    2012-01-10$5.80/sh−38,974$226,049→ 0 total
  • Disposition to Issuer

    Restricted Stock Units

    2012-01-10−20,000→ 60,000 total
    → Common Stock (20,000 underlying)
  • Exercise/Conversion

    Stock Option (Right to Buy)

    2012-01-10−35,000→ 45,000 total
    Exercise: $3.33→ Common Stock (35,000 underlying)
  • Tax Payment

    Common Stock

    2012-01-10$5.80/sh−40,432$234,506→ 4,568 total
  • Disposition to Issuer

    Restricted Stock Units

    2012-01-10−3,750→ 41,250 total
    → Common Stock (3,750 underlying)
  • Exercise/Conversion

    Stock Option (Right to Buy)

    2012-01-10−45,000→ 35,000 total
    Exercise: $4.87→ Common Stock (45,000 underlying)
  • Disposition to Issuer

    Stock Option (Right to Buy)

    2012-01-10−380,250→ 0 total
    Exercise: $0.46→ Common Stock (380,250 underlying)
Footnotes (8)
  • [F1]Pursuant to the Agreement and Plan of Merger, dated May 26, 2011, by and among Advanced Analogic Technologies Incorporated ("AATI"), Skyworks Solutions, Inc. ("Skyworks"), and PowerCo Acquisition Corp., a wholly owned subsidiary of Skyworks ("Offeror"), as amended by Amendment No. 1 to the Agreement and Plan of Merger on November 30, 2011 (as amended, the "Merger Agreement"), all shares of common stock not tendered in the tender offer by Offeror were cancelled and exchanged for the future payment of merger consideration of $5.80 per share in the merger.
  • [F2]This option was partially vested and the vested portion was net exercised immediately prior to consummation of the merger. Shares sufficient to pay the exercise price and any tax withholding obligations were withheld by AATI and the remaining shares that were issued were cancelled and exchanged for the future payment of merger consideration of $5.80 per share in the merger. The remaining unvested portion of the option was assumed by Skyworks and converted into the right to receive Skyworks common stock upon exercise, with the exercise price and number of shares adjusted as provided in the Merger Agreement.
  • [F3]1 for 1
  • [F4]The RSU award was partially vested in connection with the tender offer acceptance that preceded the closing of the merger. All vested RSUs were treated as settled preceding the closing of the merger by the future cash payment of $5.80 per share, subject to withholding taxes, to follow shortly after the effective date of the merger. The remaining unvested RSUs were assumed by Skyworks and converted into the right to receive Skyworks common stock upon vesting, with the number of shares adjusted as provided in the Merger Agreement.
  • [F5]This option was previously vested in full, and was assumed by Skyworks and converted into the right to receive Skyworks common stock upon exercise, with the exercise price and number of shares adjusted as provided in the Merger Agreement.
  • [F6]Represents unvested stock options assumed by Skyworks. As provided in the Merger Agreement, the unvested stock options were converted into rights to receive Skyworks common stock upon exercise, with the exercise price and number of shares adjusted as provided in the Merger Agreement. Per the original terms of the award, the unvested options will continue to vest on a quarterly basis.
  • [F7]This RSU award was fully vested in connection with the tender offer acceptance that preceded the closing of the merger. All vested RSUs were treated as settled preceding the closing of the merger by the future cash payment of $5.80 per share, subject to withholding taxes, to follow shortly after the effective date of the merger.
  • [F8]This RSU award was assumed by Skyworks and converted into the right to receive Skyworks common stock upon vesting, with the number of shares adjusted as provided in the Merger Agreement.

Documents

1 file

Issuer

ADVANCED ANALOGIC TECHNOLOGIES INC

CIK 0001104042

→
Entity typeother

Related Parties

1
  • filerCIK 0001329746

Filing Metadata

Form type
4
Filed
Jan 17, 7:00 PM ET
Accepted
Jan 18, 6:57 PM ET
Size
58.8 KB
View on SEC.gov