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Filing Details

Accession Number:: 0001181431-15-006521
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2015-05-05 17:31:25
Reporting Period:: 2015-05-01

Filing Date:: 2015-05-05
Accepted Time:: 2015-05-05 17:31:25
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
791915	Cypress Semiconductor Corp	CY	Semiconductors & Related Devices (3674)	942885898

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1181467	Raymond H Bingham	C/O Cypress Semiconductor Corporation 198 Champion Court San Jose CA 95134		Yes	No	No	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership
Common Stock	Acquisiton	2015-05-01	20,000	$4.28	120,765	No	4	M	Direct
Common Stock	Disposition	2015-05-01	20,000	$13.11	100,765	No	4	S	Direct
Common Stock	Disposition	2015-05-04	25,000	$13.12	75,765	No	4	S	Direct

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

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Common Stock	Director Stock Option (Right to Buy)	Disposition	2015-05-04	20,000	$0.00	20,000	$4.28

Remaning Holdings	Exercise Date	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
53,710	2015-03-12	2017-05-09	No	4	M	Direct

Reported Non-Derivative Holdings

Sec. Name	Remaning Holdings	Nature of Ownership	Explanation
Common Stock	70,636	Indirect	By limited partnership

Footnotes

Represents a weighted average sales price per share. These shares were sold in multiple transactions at prices ranging from $13.10 to $13.13 per share. The Reporting Person has provided to the Issuer, and undertakes to provide to the staff of the Securities and Exchange Commission or any security holder of the Issuer, upon request, full information regarding the number of shares sold at each separate price within the range.
Represents a weighted average sales price per share. These shares were sold in multiple transactions at prices ranging from $13.11 to $13.14 per share. The Reporting Person has provided to the Issuer, and undertakes to provide to the staff of the Securities and Exchange Commission or any security holder of the Issuer, upon request, full information regarding the number of shares sold at each separate price within the range.
Represents shares held by the Reporting Person and by Bingham Investments, LP.
Shares held in a limited partnership. Trusts for the Reporting Person's children hold partnership interests in the limited partnership. The Reporting Person has authority to act on behalf of the limited partnership. The Reporting Person disclaims beneficial ownership of these shares except to the extent of his beneficiary interest therein.
Received as provided in the Agreement and Plan of Merger and Reorganization dated as of December 1, 2014 (the "Merger Agreement" and, the transactions contemplated therein, the "Merger"), by and among the Issuer, Mustang Acquisition Corporation (a wholly owned subsidiary of the Issuer) and Spansion Inc. ("Spansion") in exchange for a stock option to purchase 30,000 shares of Spansion common stock at the exercise price of $10.51 per share. The number of shares underlying this option and the exercise price thereof were adjusted to reflect the Exchange Ratio as provided in the Merger Agreement whereby each share of Spansion common stock was canceled and automatically converted into 2.457 shares of Issuer common stock.
The number of shares underlying this option and the exercise price thereof were adjusted to reflect the Exchange Ratio, as provided in the Merger Agreement. This option is subject to the same terms and conditions as were applicable to the Spansion stock option from which it converted.