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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 | ||||||||
Non-Qualified Stock Option (right to buy) | $ 8.14 | 07/16/2009 | D | 15,000 | (1) | 04/01/2018 | Common Stock | 15,000 | (2) | 0 | D | ||||
Non-Qualified Stock Option (right to buy) | $ 9.94 | 07/16/2009 | D | 15,000 | (1) | 04/01/2017 | Common Stock | 15,000 | (3) | 0 | D | ||||
Non-Qualified Stock Option (right to buy) | $ 11.07 | 07/16/2009 | D | 15,000 | (1) | 04/01/2014 | Common Stock | 15,000 | (4) | 0 | D | ||||
Non-Qualified Stock Option (right to buy) | $ 2.98 | 07/16/2009 | D | 6,000 | (1) | 04/01/2013 | Common Stock | 6,000 | (5) | 0 | D | ||||
Restricted Stock Units | (6) | 07/16/2009 | D | 18,000 | (7) | (8) | Common Stock | 18,000 | (9) | 0 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
INMAN GRANT M 500 WIND RIVER WAY ALAMEDA, CA 94501 |
X |
/s/ Jane Bone, by power of attorney | 07/20/2009 | |
**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) | The option is fully vested. |
(2) | Pursuant to the Merger Agreement between the Issuer and Intel Corporation dated June 4, 2009 (the "Merger Agreement"), the option was cancelled in exchange for a cash payment of $50,400.00, which represents the difference between $11.50 and the exercise price of the option per share. |
(3) | Pursuant to the Merger Agreement, the option was cancelled in exchange for a cash payment of $23,400.00, which represents the difference between $11.50 and the exercise price of the option per share. |
(4) | Pursuant to the Merger Agreement, the option was cancelled in exchange for a cash payment of $6,450.00, which represents the difference between $11.50 and the exercise price of the option per share. |
(5) | Pursuant to the Merger Agreement, the option was cancelled in exchange for a cash payment of $51,120.00, which represents the difference between $11.50 and the exercise price of the option per share. |
(6) | Each restricted stock unit represents a contingent right to receive one share of WIND common stock. |
(7) | Pursuant to the provisions of the 2005 Equity Incentive Plan and the Merger Agreement, the restricted stock units vested in full upon the effectiveness of the merger. |
(8) | Not applicable. |
(9) | Pursuant to the Merger Agreement, the restricted stock units were cancelled in exchange for a cash payment of $207,000.00, which represents $11.50 for each outstanding unit. |