Filing Details

Accession Number:
0001280452-14-000219
Form Type:
4
Zero Holdings:
No
Publication Time:
2014-11-21 21:26:50
Reporting Period:
2013-12-14
Filing Date:
2014-11-21
Accepted Time:
2014-11-21 21:26:50
SEC Url:
Form 4 Filing
Issuer
Cik Name Symbol Sector (SIC) IRS No
1280452 Monolithic Power Systems Inc MPWR Semiconductors & Related Devices (3674) 770466789
Insiders
Cik Name Reported Address Insider Title Director Officer Large Shareholder Other
1360833 Maurice Sciammas 79 Great Oaks Blvd
San Jose CA 95119
Sr. V.p.of Sales And Marketing No 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
Common Stock Acquisiton 2014-07-22 43,200 $0.00 129,525 No 4 M Direct
Common Stock Acquisiton 2014-10-21 43,200 $0.00 167,748 No 4 M Direct
Common Stock Disposition 2014-11-21 7,086 $46.42 156,029 No 4 S Direct
Common Stock Acquisiton 2014-11-21 10,000 $15.03 166,029 No 4 M Direct
Common Stock Disposition 2014-11-21 10,000 $46.25 156,029 No 4 S Direct
Equity Swap Involved Form Type Code Nature of Ownership Explanation
No 4 M Direct
No 4 M Direct
No 4 S Direct
No 4 M Direct
No 4 S Direct
Reported Derivative Transactions
Sec. Name Sec. Type Acquisiton - Disposition Date Amount Price Amount - 2 Price - 2
Common Stock Non-Qualified Stock Option (right to buy) Disposition 2014-11-21 10,000 $0.00 10,000 $15.74
Common Stock Performance Shares Acquisiton 2013-12-14 216,000 $0.00 216,000 $0.00
Common Stock Performance Shares Disposition 2014-07-22 43,200 $0.00 43,200 $0.00
Common Stock Performance Shares Disposition 2014-10-21 43,200 $0.00 43,200 $0.00
Remaning Holdings Exercise Date Expiration Date Equity Swap Involved Transaction Form Type Transaction Code Nature of Ownership
0 2010-10-28 2015-10-28 No 4 M Direct
216,000 No 4 A Direct
172,800 No 4 M Direct
129,600 No 4 M Direct
Reported Non-Derivative Holdings
Sec. Name Remaning Holdings Nature of Ownership Explanation
Common Stock 2,000 Indirect by Family Trust
Footnotes
  1. Each performance share represents a contingent right to receive a restricted stock unit upon MPWR's common stock achieving a 20-day average closing price of $40.00 per share from January 1, 2014 through December 31, 2018 (the "Performance Period"). Credited performance units are still subject to an additional, quarterly, five-year time-based vesting schedule beginning January 1, 2019, subject to acceleration under certain circumstances.
  2. Each performance share represents a contingent right to receive a restricted stock unit upon MPWR's common stock achieving a 20-day average closing price of $43.00 per share from January 1, 2014 through December 31, 2018 (the "Performance Period"). Credited performance units are still subject to an additional, quarterly, five-year time-based vesting schedule beginning January 1, 2019, subject to acceleration under certain circumstances.
  3. Transaction was executed during an authorized trading window in compliance with the Company's Insider Trading Compliance Program.
  4. The price is the weighted average sale price for the transactions reported on this line. The prices for the transactions reported on this line range from $46.4201 to $46.51. The reporting person undertakes to provide, upon request by the staff of the Securities and Exchange Commission, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate price.
  5. On December 11, 2012, the Company's Board declared a special cash dividend of $1.00 per common share, which was paid on December 28, 2012 to all shareholders of record as of the close of business on December 21, 2012. The Board approved a modification whereby each outstanding option as of December 28, 2012 was increased by a ratio of 1.0471 with a corresponding reduction in the exercise price.
  6. The price is the weighted average sale price for the transactions reported on this line. The prices for the transactions reported on this line range from $46.19 to $46.38. The reporting person undertakes to provide, upon request by the staff of the Securities and Exchange Commission, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate price.
  7. The reporting person was granted 43,200 performance units on December 14, 2013. Each performance unit vests as stated: one share of MPWR common stock will be credited for each performance unit if the price of MPWR common stock achieves a 20-day average closing price of $40.00 per share from January 1, 2014 through December 31, 2018 (the "Performance Period"), and up to four additional shares will be credited for each performance unit if the 20-day average closing price reaches $43.00, $47.00, $52.00, and $56.00 (one share per price level) during the Performance Period. Credited performance units are subject to an additional, five-year, quarterly, time-based vesting schedule beginning January 1, 2019, subject to acceleration under certain circumstances. The derivative securities reported in columns 5 and 9 reflect the maximum payout achievable. If the Company does not achieve a price threshold within the Performance Period, 1/5 of the reported derivative securities will be forfeited.
  8. Each performance unit will vest as follows: one share of MPWR common stock will be credited for each performance unit if the price of MPWR common stock achieves a 20-day average closing price of $40.00 per share from January 1, 2014 through December 31, 2018 (the "Performance Period"), and up to four additional shares will be credited for each performance unit if the 20-day average closing price reaches $43.00, $47.00, $52.00 and $56.00 (that is, one share per price level) during the Performance Period. Credited performance units are then subject to an additional, quarterly, five-year time-based vesting schedule beginning January 1, 2019, subject to acceleration under certain circumstances.
  9. No new grants are being reported by this amendment. This amendment merely increases the number of derivative securities originally reported in column 5 and 9 of Table II of the Form 4 filed with the SEC on December 18, 2013 to match the number of shares underlying the derivative security originally reported in column 7 of Table II. These changes are needed to allow the Company to utilize its existing Section 16 filing program to report the vesting of the performance units when the different price thresholds are achieved. The Company's existing filing program does not allow for the reporting of vesting of performance units that entitle a grantee to a potential payout under those units greater than 1x.