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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 |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Dai, Weili 5488 MARVELL LANE SANTA CLARA, CA 95054 |
X | |||
Sutardja, Sehat 5488 MARVELL LANE SANTA CLARA, CA 95054 |
X | X | President and CEO |
/s/ Weili Dai | 03/16/2012 | |
**Signature of Reporting Person | Date | |
/s/ Sehat Sutardja | 03/16/2012 | |
**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) | On April 12, 2010, Ms. Weili Dai was granted a performance-based restricted stock unit ("RSU") award for up to 236,518 common shares, subject to the achievement of certain performance criteria (the "Grant"). A portion of the performance criteria were met, as determined per the administrator on March 14, 2012, and 151,690 common shares will vest and be issuable on April 1, 2012, subject to Ms. Dai's continuous status as a service provider through such date. The Grant automatically expired with respect to the 84,828 common shares that did not vest. |
(2) | The securities are jointly owned by Ms. Dai and Dr. Sehat Sutardja who are members of a "Group" for purposes of Section 13(d) of the Securities Exchange Act of 1934, as amended. Ms. Dai and Dr. Sutardja are wife and husband. |
(3) | Ms. Dai and Dr. Sutardja are the general partners of The Sutardja Family Partners, a California family limited partnership. |