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Filing Details

Accession Number:: 0001127602-12-010552
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2012-03-13 16:42:17
Reporting Period:: 2012-03-09

Filing Date:: 2012-03-13
Accepted Time:: 2012-03-13 16:42:17
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1102934	Cabot Microelectronics Corp	CCMP	Semiconductors & Related Devices (3674)	364324765

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1189831	Carol H Bernstein Eckstein	C/O Cabot Microelectronics Corporation 870 Commons Drive Aurora IL 60504	Vp, Sec & General Counsel	No	Yes	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	Explanation
Common Stock	Acquisiton	2012-03-09	54,658	$34.33	89,067	No	4	M	Direct
Common Stock	Disposition	2012-03-09	54,658	$35.99	34,409	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

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Common Stock	Stock Options (Right to Buy)	Disposition	2012-03-09	54,658	$0.00	54,658	$34.33

Remaning Holdings	Exercise Date	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
0	2003-05-01	2012-05-01	No	4	M	Direct

Reported Derivative Holdings

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Sec. Name	Sec. Type	Price	Date	Expiration Date	Amount	Remaning Holdings	Nature of Ownership
Common Stock	Stock Options (Right to Buy)	$35.42	2003-12-11	2012-12-11	68,907	68,907	Direct
Common Stock	Stock Options (Right to Buy)	$33.72	2004-12-11	2013-12-11	87,040	87,040	Direct
Common Stock	Stock Options (Right to Buy)	$26.05	2005-12-10	2014-12-10	62,379	62,379	Direct
Common Stock	Stock Options (Right to Buy)	$21.77	2007-12-01	2016-12-01	37,717	37,717	Direct
Common Stock	Stock Options (Right to Buy)	$25.79	2008-11-30	2017-11-30	40,436	40,436	Direct
Common Stock	Stock Options (Right to Buy)	$16.00	2009-12-01	2018-12-01	23,392	23,392	Direct
Common Stock	Stock Options (Right to Buy)	$21.45	2010-12-01	2019-12-01	27,417	27,417	Direct
Common Stock	Stock Options (Right to Buy)	$28.62	2011-12-01	2020-12-01	25,024	25,024	Direct
Common Stock	Stock Options (Right to Buy)	$27.94	2012-12-01	2021-12-01	26,547	26,547	Direct

Expiration Date	Amount	Remaning Holdings	Nature of Ownership
2012-12-11	68,907	68,907	Direct
2013-12-11	87,040	87,040	Direct
2014-12-10	62,379	62,379	Direct
2016-12-01	37,717	37,717	Direct
2017-11-30	40,436	40,436	Direct
2018-12-01	23,392	23,392	Direct
2019-12-01	27,417	27,417	Direct
2020-12-01	25,024	25,024	Direct
2021-12-01	26,547	26,547	Direct

Footnotes

Sale to cover exercise price of, and taxes related to, exercise of stock options.
This option pursuant to the Second Amended and Restated Equity Incentive Plan ("EIP"), was previously reported by the reporting person as an option for 42,000 shares of common stock at an exercise price of $49.80.
As a result of a leveraged recapitalization of the Company via a special cash dividend (the "Dividend") of $15.00 per share declared on February 13, 2012 with a record date of February 23, 2012, a payable date of March 1, 2012 and an ex-dividend date of March 2, 2012, the option award was proportionally adjusted on March 2, 2012 to preserve its value in connection with the Dividend, as required by Section 8.6 of the EIP and approved by the Compensation Committee of the Board of Directors of the Company. The number of stock options subject to each outstanding award was increased proportionately to preserve its value as a result of the Dividend. The number of stock options was increased by a factor of 1.45068 rounded down to the nearest whole option, which is a ratio of the Official Nasdaq Closing Price of $51.92 on March 1, 2012, the day immediately before the ex-dividend date, to the Official Nasdaq Opening Price of $35.79 on March 2, 2012, the ex-dividend date. The mandatory adjustments in connection with the Dividend were exempt from Section 16(b).
Pursuant to Second Amended and Restated Equity Incentive Plan (EIP) and Compensation Committee action 9/27/04, grant agreement amended to provide that Vesting Schedule is:25% on 5/1/03,25% on 5/1/04,25% on 5/1/05,25% on 9/1/05.
Pursuant to Second Amended and Restated Equity Incentive Plan (EIP) and Compensation Committee action 9/27/04, grant agreement amended to provide that Vesting Schedule is:25% on 12/11/0325% on 12/11/0450% on 9/1/05
Pursuant to Second Amended and Restated Equity Incentive Plan (EIP) and Compensation Committee action 9/27/04, grant agreement amended to provide that Vesting Schedule is:25% on 12/11/0475% on 9/1/05
Vesting Schedule:25% 12/10/05,25% 12/10/06,25% 12/10/07,25% 12/10/08
2006 Stock Option Grant Award Vesting Schedule:25% 12/1/07,25% 12/1/08,25% 12/1/09,25% 12/1/10
2007 Stock Option Grant Award Vesting Schedule: 25% 11/30/08, 25% 11/30/09, 25% 11/30/10, 25% 11/30/11
2008 Stock Option Grant Award Vesting Schedule: 25% 12/1/2009, 25% 12/1/2010, 25% 12/1/2011, 25% 12/1/2012
2009 (FY10) Non-Qualified Stock Option Grant Vesting Schedule: 25% 12/1/2010, 25% 12/1/2011, 25% 12/1/2012, 25% 12/1/2013
2010 (FY11) Non-Qualified Stock Option Grant Award Vesting Schedule: 25% 12/1/2011, 25% 12/1/2012, 25% 12/1/2013, 25% 12/1/2014.
2011 (FY12) Non-Qualified Stock Option Grant Vesting Schedule: 25% 12/1/2012, 25% 12/1/2013, 25% 12/1/2014, 25% 12/1/2015.
Required by Section 8.6 of the EIP and approved by the Compensation Committee of the Board of Directors of the Company, the exercise price of the option was proportionally adjusted on March 2, 2012 to preserve its value as a result of the leveraged recapitalization via the Dividend. The exercise price of each outstanding stock option was decreased by a factor of 0.68933 rounded up to the nearest whole cent, which is a ratio of the Official Nasdaq Opening Price of $35.79 on March 2, 2012, the ex-dividend date, to the Official Nasdaq Closing Price of $51.92 on March 1, 2012, the day immediately before the ex-dividend date. The mandatory adjustments in connection with the Dividend were exempt from Section 16(b).
This option pursuant to the EIP, was previously reported by the reporting person as an option for 47,500 shares of common stock at an exercise price of $51.37.
This option pursuant to the EIP, was previously reported by the reporting person as an option for 60,000 shares of common stock at an exercise price of $48.91.
This option pursuant to the EIP, was previously reported by the reporting person as an option for 63,000 shares of common stock at an exercise price of $37.78.
This option pursuant to the EIP, was previously reported by the reporting person as an option for 26,000 shares of common stock at an exercise price of $31.57.
This option pursuant to the EIP, was previously reported by the reporting person as an option for 16,500 shares of common stock at an exercise price of $37.40.
This option pursuant to the EIP, was previously reported by the reporting person as an option for 21,500 shares of common stock at an exercise price of $23.21.
This option pursuant to the EIP, was previously reported by the reporting person as an option for 18,900 shares of common stock at an exercise price of $31.11.
This option pursuant to the EIP, was previously reported by the reporting person as an option for 17,250 shares of common stock at an exercise price of $41.51.
This option pursuant to the EIP, was previously reported by the reporting person as an option for 18,300 shares of common stock at an exercise price of $40.52.