Statement of Changes in Beneficial Ownership (4)
2017年10月4日 - 6:04AM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue.
See
Instruction 1(b).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0287
Estimated average burden
hours per response...
0.5
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
RITTICHIER JEFFREY
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2. Issuer Name
and
Ticker or Trading Symbol
EMCORE CORP
[
EMKR
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__
X
__ Director
_____ 10% Owner
__
X
__ Officer (give title below)
_____ Other (specify below)
Chief Executive Officer
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(Last)
(First)
(Middle)
2015 W. CHESTNUT STREET
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3. Date of Earliest Transaction
(MM/DD/YYYY)
9/29/2017
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(Street)
ALHAMBRA, CA 91803
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_
X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security
(Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock
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9/29/2017
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M
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74820
(1)
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A
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$0
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271005
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D
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Table II - Derivative Securities Beneficially Owned (
e.g.
, puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 3)
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2. Conversion or Exercise Price of Derivative Security
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3. Trans. Date
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3A. Deemed Execution Date, if any
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4. Trans. Code
(Instr. 8)
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5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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6. Date Exercisable and Expiration Date
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7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
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8. Price of Derivative Security
(Instr. 5)
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9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)
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10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)
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11. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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(A)
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(D)
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Date Exercisable
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Expiration Date
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Title
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Amount or Number of Shares
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Performance-Based Restricted Stock Units
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(2)
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9/29/2017
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M
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33333
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(3)
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(3)
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Common Stock
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33333
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$0
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66667
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D
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Restricted Stock Units
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(4)
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9/29/2017
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M
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8154
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(5)
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(5)
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Common Stock
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8154
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$0
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61846
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D
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Explanation of Responses:
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(1)
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Represents shares of restricted common stock issued to the Reporting Person in connection with an equity award originally granted on October 18, 2016. Such shares of common stock are subject to all of the same vesting conditions as the original equity award such that, subject to earlier forfeiture, (i) 8,154 of these shares vest on October 18, 2020, and (ii) up to 66,666 of these shares (at the maximum award level) vest on October 17, 2019 based on the Issuer's total shareholder return (TSR) compared to pre-established relative TSR goals, based on the TSR of the Russell Midcap Index, that were set by the Compensation Committee of the Isuser's Board of Directors, in each case subject to the Reporting Person's continued service to the Issuer through the applicable vesting date.
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(2)
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Each PSU represented a contingent right to receive one share of the Issuer's common stock, based on the Issuer's TSR compared to pre-established relative TSR goals, based on the TSR of the Russell Microcap Index, that were set by the Compensation Committee of the Board of Directors. The aggregate number of shares issued may range from zero (0) to 200% of the target number of shares reported in columns 7 and 9 of this report.
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(3)
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On October 18, 2016, the Reporting Person was granted a target number of 100,000 PSUs that vest, if at all, in an amount equal to between zero (0) and 200% of the target number of shares reported, subject to the Reporting Person's continued service to the Issuer through the vesting date.
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(4)
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Each restricted stock unit represented a contingent right to receive one share of the Issuer's common stock.
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(5)
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On October 18, 2016, the Reporting Person was granted 70,000 restricted stock units, vesting in four equal installments commencing on October 18, 2017, subject to the Reporting Person's continued service to the Issuer through the applicable vesting date.
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Reporting Owners
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Reporting Owner Name / Address
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Relationships
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Director
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10% Owner
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Officer
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Other
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RITTICHIER JEFFREY
2015 W. CHESTNUT STREET
ALHAMBRA, CA 91803
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X
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Chief Executive Officer
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Signatures
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/s/ Ryan Hochgesang, attorney in fact
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10/3/2017
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**
Signature of Reporting Person
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Date
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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*
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If the form is filed by more than one reporting person,
see
Instruction 4(b)(v).
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**
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Intentional misstatements or omissions of facts constitute Federal Criminal Violations.
See
18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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Note:
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File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure.
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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.
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