Form 4 for AOSL ALPHA & OMEGA SEMICONDUCTOR Ltd
Accepted 2022-03-17 00:00:00 ET · period of report 2022-03-15 · accession 0001387467-22-000032 · SEC index · Original document
Summary rows
Aggregated the way they appear in lists: one row per insider, transaction code and security table.
| X | Filed | Traded | Ticker | Insider | Title | Type | Price | Qty | Owned | ΔOwn | Value |
|---|---|---|---|---|---|---|---|---|---|---|---|
| DM | 2022-03-17 | 2022-03-15 | AOSL | Chang Mike F | CEO, Dir, 10% | F - Tax | $48.65 | -54.1K | 4.30M | -1% | -$2.63M |
| DM | 2022-03-17 | 2022-03-15 | AOSL | Chang Mike F | CEO, Dir, 10% | A - Grant | $0.00 | +162.5K | 4.32M | +4% | $0 |
| D | 2022-03-17 | 2022-03-17 | AOSL | Chang Mike F | CEO, Dir, 10% | S - Sale+OE | $55.00 | -56.4K | 4.39M | -1% | -$3.10M |
| D | 2022-03-17 | 2022-03-17 | AOSL | Chang Mike F | CEO, Dir, 10% | M - OptEx | $9.90 | +56.4K | 4.45M | +1% | +$558.4K |
| D | 2022-03-17 | 2022-03-17 | AOSL | Chang Mike F | CEO, Dir, 10% | M - OptEx | $0.00 | -56.4K | 0 | -100% | $0 |
Purchase Sale Sale after option exercise All abbreviations
Every reported transaction
| # | Table | Security | Date | Code | A/D | Shares | Price | Owned after | Own | Exercise / expiry | Underlying | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 1 | Common | Common Shares | 2022-03-15 | F | D | 29,208 | $48.65 | 4,324,618 | D | — | — | (F3) Shares withheld to satisfy the Issuer's tax withholding obligation upon the vesting of restricted share units (RSU) granted on March 15, 2018, March 15, 2019, March 16, 2020, and March 15, 2021. (F2) Includes an aggregate of 170,000 shares subject to Restricted Share Unit awards (RSU) granted on March 15, 2019, March 16, 2020, March 15, 2021, and March 15, 2022 which will be issued as such units vest in accordance with their terms, and excludes 70,000 unvested common shares subject to the PSU granted on March 15, 2022, which may become vested upon achievement of certain corporate performance goals in the future. |
| 2 | Common | Common Shares | 2022-03-15 | A | A | 70,000 | $0.00 | 4,353,826 | D | — | — | (F1) The RSU shall vest in equal annual installments over four (4) years from March 15, 2022, provided that the Reporting Person remains in the Issuer's service through each such vesting date. (F2) Includes an aggregate of 170,000 shares subject to Restricted Share Unit awards (RSU) granted on March 15, 2019, March 16, 2020, March 15, 2021, and March 15, 2022 which will be issued as such units vest in accordance with their terms, and excludes 70,000 unvested common shares subject to the PSU granted on March 15, 2022, which may become vested upon achievement of certain corporate performance goals in the future. |
| 3 | Common | Common Shares | 2022-03-15 | F | D | 24,908 | $48.65 | 4,299,710 | D | — | — | (F4) Shares withheld to satisfy the Issuer's tax withholding obligation upon the vesting of Performance Share Units (PSU) granted on March 15, 2018, March 16, 2020, and March 15, 2021. (F2) Includes an aggregate of 170,000 shares subject to Restricted Share Unit awards (RSU) granted on March 15, 2019, March 16, 2020, March 15, 2021, and March 15, 2022 which will be issued as such units vest in accordance with their terms, and excludes 70,000 unvested common shares subject to the PSU granted on March 15, 2022, which may become vested upon achievement of certain corporate performance goals in the future. |
| 4 | Common | Common Shares | 2022-03-17 | S | D | 56,400 | $55.00 | 4,392,210 | D | — | — | (F8) The sales were effected pursuant to a Rule 10b5-1 trading plan adopted previously by the Reporting Person. (F9) The price reported in Column 4 is the exact price at which all shares were sold. (F7) Includes 52,500 unvested shares subject to the PSU granted on March 15, 2021 which are subject to vesting upon satisfaction of service-based vesting conditions by the Reporting Person. (F2) Includes an aggregate of 170,000 shares subject to Restricted Share Unit awards (RSU) granted on March 15, 2019, March 16, 2020, March 15, 2021, and March 15, 2022 which will be issued as such units vest in accordance with their terms, and excludes 70,000 unvested common shares subject to the PSU granted on March 15, 2022, which may become vested upon achievement of certain corporate performance goals in the future. |
| 5 | Common | Common Shares | 2022-03-17 | M | A | 56,400 | $9.90 | 4,448,610 | D | — | — | (F7) Includes 52,500 unvested shares subject to the PSU granted on March 15, 2021 which are subject to vesting upon satisfaction of service-based vesting conditions by the Reporting Person. (F2) Includes an aggregate of 170,000 shares subject to Restricted Share Unit awards (RSU) granted on March 15, 2019, March 16, 2020, March 15, 2021, and March 15, 2022 which will be issued as such units vest in accordance with their terms, and excludes 70,000 unvested common shares subject to the PSU granted on March 15, 2022, which may become vested upon achievement of certain corporate performance goals in the future. |
| 6 | Common | Common Shares | 2022-03-15 | A | A | 70,000 | $0.00 | 4,392,210 | D | — | — | (F6) Represents the vesting of PSU granted on March 15, 2021 upon the achievement of specified performance goals as certified previously by the Compensation Committee on February 24, 2022 and the issuance of shares thereunder is subject to vesting in four equal annual installment commencing in March 2022 provided that the Reporting Person remains in the issuer's service through each such vesting date. (F7) Includes 52,500 unvested shares subject to the PSU granted on March 15, 2021 which are subject to vesting upon satisfaction of service-based vesting conditions by the Reporting Person. (F2) Includes an aggregate of 170,000 shares subject to Restricted Share Unit awards (RSU) granted on March 15, 2019, March 16, 2020, March 15, 2021, and March 15, 2022 which will be issued as such units vest in accordance with their terms, and excludes 70,000 unvested common shares subject to the PSU granted on March 15, 2022, which may become vested upon achievement of certain corporate performance goals in the future. |
| 7 | Common | Common Shares | 2022-03-15 | A | A | 22,500 | $0.00 | 4,322,210 | D | — | — | (F5) Represents the issuance of common shares upon vesting of one-fourth (1/4) of PSU granted on March 15, 2018. The achievement of specified performance goals for such PSU was certified previously by the Compensation Committee on February 27, 2019, and the issuance common shares thereunder are subject to additional service-based vesting conditions in four equal annual installment commencing in March 2019. (F2) Includes an aggregate of 170,000 shares subject to Restricted Share Unit awards (RSU) granted on March 15, 2019, March 16, 2020, March 15, 2021, and March 15, 2022 which will be issued as such units vest in accordance with their terms, and excludes 70,000 unvested common shares subject to the PSU granted on March 15, 2022, which may become vested upon achievement of certain corporate performance goals in the future. |
| 8 | Derivative | Employee Share Option (right to buy) | 2022-03-17 | M | D | 56,400 | $0.00 | 0 | D | $9.90 · — to 2022-04-25 | 56,400 Common Share | (F10) All options are fully vested and exercisable. |