Statement of Changes in Beneficial Ownership (4)
2016年7月30日 - 8:12AM
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
*
LEE THOMAS
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2. Issuer Name
and
Ticker or Trading Symbol
MULTI FINELINE ELECTRONIX INC
[
MFLX
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director
_____ 10% Owner
__
X
__ Officer (give title below)
_____ Other (specify below)
EVP Business Development
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(Last)
(First)
(Middle)
8659 RESEARCH DR.
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3. Date of Earliest Transaction
(MM/DD/YYYY)
7/27/2016
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(Street)
IRVINE, CA 92618
(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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7/27/2016
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D
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38989
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D
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$23.95
(1)
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0
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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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Restricted Stock Unit
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(2)
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7/27/2016
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D
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37337
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(2)
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(2)
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Common Stock
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37337
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$23.95
(2)
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0
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D
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Performance Stock Unit
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(3)
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7/27/2016
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D
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36052
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(3)
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(3)
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Common Stock
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36052
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$23.95
(3)
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0
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D
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Stock Appreciate Right
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$21.90
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7/27/2016
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D
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2283
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(4)
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6/5/2019
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Common Stock
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2283
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$2.05
(4)
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0
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D
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Stock Appreciate Right
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$22.17
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7/27/2016
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D
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13001
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(4)
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11/15/2020
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Common Stock
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13001
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$1.78
(4)
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0
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D
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Explanation of Responses:
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(
1)
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Disposed of pursuant to the Agreement and Plan of Merger ("Merger Agreement"), dated as of February 4, 2016, by and among Multi-Fineline Electronix, Inc., Suzhou Dongshan Precision Manufacturing Co., Ltd., and Dragon Electronix Merger Sub Inc., pursuant to which the outstanding shares of the issuer's common stock were converted into the right to receive the merger consideration of $23.95 per share in cash, without interest, on July 27, 2016, the effective date of the Merger (the "Effective Date").
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(
2)
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Represents restricted stock units, whether vested or unvested, that became fully vested and cancelled as of the Effective Date, pursuant to the Merger Agreement in exchange for the right to receive the merger consideration of $23.95 per share in cash, without interest and less any applicable withholding taxes.
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(
3)
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Represents performance stock units, whether vested or unvested, that became fully vested and cancelled as of the Effective Date pursuant to the Merger Agreement in exchange for the right to receive the merger consideration of $23.95 per share in cash, assuming that the applicable performance goals were achieved at 100% of the target level, without interest and less any applicable withholding taxes.
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(
4)
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Represents stock appreciation right ("SAR"), whether vested or unvested, that became fully vested and cancelled at the Effective Date in exchange for the right to receive the merger consideration in an amount determined by multiplying (x) the excess, if any, of the merger consideration of $23.95 per share, over the applicable exercise price per share of such SAR by (y) the number of shares subject to such SAR.
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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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LEE THOMAS
8659 RESEARCH DR.
IRVINE, CA 92618
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EVP Business Development
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Signatures
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/s/ Dean Matheson, Attorney-in-Fact for Thomas Lee
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7/29/2016
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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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