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Filing Details

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1322705	Spansion Inc.	CODE	Semiconductors & Related Devices (3674)	300177542

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1183250	H John Kispert	915 Deguigne Drive Sunnyvale CA 94085-3836	President And Ceo	Yes	Yes	No	No

Reported Non-Derivative Transactions

Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Class A Common Stock	Acquisiton	2014-08-05	80,500	$0.00	177,263	No	4	M	Direct
Class A Common Stock	Disposition	2014-08-06	43,000	$18.67	134,263	No	4	S	Direct

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	M	Direct
No	4	S	Direct

Reported Derivative Transactions

Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Class A Common Stock	Performance based-restricted stock units	Disposition	2014-01-31	80,500	$0.00	80,500	$0.00

Remaning Holdings	Exercise Date	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
80,500			No	4	M	Direct

Footnotes

On January 25, 2013, the Compensation Committee (the "Committee") of the Board of Directors of Spansion Inc. (the "Company") adopted and approved performance metrics for the vesting of performance based-restricted stock units ("PSUs") to be awarded under the Company's 2010 Equity Incentive Plan during fiscal 2013. Two separate measurement periods are applicable to those PSUs - one ending on July 31, 2014 and one ending January 31, 2016. On January 31, 2013, the Committee awarded PSUs to the Reporting Party. On August 5, 2014, the Committee determined and certified that, based upon the Company's achievement of the performance metrics, 100% of the PSUs for the first measurement period were vested, and directed that the Reporting Person be issued the shares reported in Table I, Column 4 of this Form 4.
The sales reported in Table I, Column 4 in this Form 4 were effected pursuant to a Rule 10b5-1 plan adopted by the Reporting Person and were for payment of the tax liability incident to the settlement of shares on August 5, 2014 pursuant to performance-based stock units awarded to the Reporting Party on January 31, 2013 and issued in accordance with Rule 16b-3.
Upon vesting of the PSUs, the Reporting Person is entitled to receive one (1) share of Class A Common Stock for each one (1) PSU.