4//SEC Filing
ZHENG JASON 4
Accession 0001289430-11-000066
CIK 0001140486other
Filed
May 23, 8:00 PM ET
Accepted
May 24, 6:30 PM ET
Size
17.8 KB
Accession
0001289430-11-000066
Insider Transaction Report
Form 4
ZHENG JASON
Senior Vice President & GM
Transactions
- Disposition to Issuer
Employee Stock Options (right to buy)
2011-05-24−150,000→ 0 totalExercise: $13.87Exp: 2019-02-15→ Common Stock (150,000 underlying) - Award
Common Stock
2011-05-24+37,500→ 219,874 total - Disposition to Issuer
Common Stock
2011-05-24$45.00/sh−128,937$5,802,165→ 0 total - Disposition to Issuer
Common Stock
2011-05-24−20,000→ 219,874 total - Disposition to Issuer
Common Stock
2011-05-24−90,937→ 128,937 total - Disposition to Issuer
Common Stock
2011-05-24$45.00/sh−8,426$379,170→ 0 total(indirect: By Daughter) - Disposition to Issuer
Employee Stock Options (right to buy)
2011-05-24−50,000→ 0 totalExercise: $34.02Exp: 2017-02-10→ Common Stock (50,000 underlying)
Footnotes (8)
- [F1]Consists of restricted stock units ("RSUs") that were granted on 5/24/2011.
- [F2]Consists of RSUs that were granted on 1/16/2011, that would vest subject to the Issuer's satisfaction of certain performance criteria for the fiscal year ended 12/31/2011; provided, however, that upon the closing of the merger contemplated by that certain Agreement and Plan of Merger dated as of January 5, 2011 (the "Merger Agreement"), by and among the Issuer, Qualcomm Incorporated ("Qualcomm") and T Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Qualcomm ("Merger Sub"), pursuant to which Merger Sub merged with and into the Issuer with the Issuer surviving as a wholly owned subsidiary of Qualcomm (the "Merger"), these RSUs were cancelled and converted into RSUs for a number of shares of Qualcomm common stock determined by multiplying the number of shares of Issuer common stock subject to these RSUs by approximately 0.791. These RSUs will vest on a time-based schedule.
- [F3]Consists of RSUs that were cancelled and converted into RSUs for a number of shares of Qualcomm common stock determined by multiplying the number of shares of Issuer common stock subject to these RSUs by approximately 0.791, subject to substantially the same terms and conditions as applied to these RSUs, pursuant to the Merger Agreement.
- [F4]Disposed of pursuant to the Merger Agreement in exchange for $45.00 per share on the effective date of the Merger.
- [F5]The reporting person disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.
- [F6]25% of the options became exercisable on 2/16/2010, and the remaining options become exercisable in 36 equal monthly installments commencing on 3/16/2010.
- [F7]This option was cancelled and converted into an option to purchase a number of shares of Qualcomm common stock determined by multiplying the number of shares of Issuer common stock underlying the option by approximately 0.791, subject to substantially the same terms and conditions as applied to these options, pursuant to the Merger Agreement.
- [F8]The options became exercisable in 48 equal monthly installments commencing on 3/11/2010.
Documents
Issuer
ATHEROS COMMUNICATIONS INC
CIK 0001140486
Entity typeother
Related Parties
1- filerCIK 0001506669
Filing Metadata
- Form type
- 4
- Filed
- May 23, 8:00 PM ET
- Accepted
- May 24, 6:30 PM ET
- Size
- 17.8 KB