Form Type: 4

SEC EDGAR Link
Accession Number:0001209191-20-024785
Date:2020-04-16
Issuer: CYPRESS SEMICONDUCTOR CORP /DE/ (CY)
Original Submission Date:

Reporting Person:

LEGO CATHERINE P
198 CHAMPION COURT
SAN JOSE, CA 95134

Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
Title of SecurityTransaction Date2a. Deemed Execution Date Transaction CodeSharesAcquired or DisposedPrice per share 5. Amount of Securities Beneficially Owned Following Reported Transaction 6. Ownership Form Direct or IndirectNature of Indirect Ownership
COMMON STOCK 2020-04-16 D 74,934 d $23.85 0 direct
Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, convertible securities
Title of Derivative Security Conversion or Exercise Price of Derivative Security Transaction Date Deemed Execution Date Transaction Code Number of Derivative Securities Acquired (A) or Disposed of (D) Date ExercisableExpiration Date Title and Amount of Securities Underlying Derivative Security Price of Derivative Security Number of derivative Securities Beneficially Owned Following Reported Transaction(s) Ownership Form: Direct (D) or Indirect (I) Nature of Indirect Beneficial Ownership
RESTRICTED STOCK UNITS 0.0 2020-04-16 deemed execution date D 4,862 (d) common stock 4,862 $0.00 0 direct
RESTRICTED STOCK UNITS 0.0 2020-04-16 deemed execution date D 11,383 (d) common stock 11,383 $0.00 0 direct
Footnotes
IDfootnote
f1 on april 16, 2020 (the "effective time"), pursuant to the agreement and plan of merger, dated as of june 3, 2019 (the "merger agreement"), by and among cypress semiconductor corporation (the "issuer"), infineon technologies ag ("infineon") and ifx merger sub inc. ("merger sub"), merger sub merged with and into the issuer, with the issuer as the surviving entity and a wholly owned subsidiary of infineon. pursuant to the merger agreement, each outstanding share of the issuer's common stock ("common stock") was converted into the right to receive $23.85 per share in cash (the "per share merger consideration"), without interest.
f2 restricted stock units convert into common stock on a one-for-one basis upon settlement.
f3 on september 6, 2017, the reporting person was granted 14,587 restricted stock units that vest in three equal annual installments beginning on september 6, 2018.
f4 pursuant to the merger agreement, immediately prior to the effective time, each outstanding restricted stock unit award, whether vested or unvested, was cancelled and converted into the right to receive a cash payment equal to the product of (i) the number of restricted stock units subject to such award immediately prior to the effective time multiplied by (ii) the per share merger consideration. such payment is to be made at the times and subject to any vesting and acceleration conditions set forth in the merger agreement.
f5 on may 3, 2019, the reporting person was granted 11,383 restricted stock units that vest on the day before the issuer's 2020 annual meeting of stockholders.
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