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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
| 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. | SEC 1474 (9-02) | ||
| 1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Non-Qualified Stock Option (Right to Buy Common Stock) | $ 3.08 | (2) | 05/21/2013 | Common Stock | 87,665 | 87,665 | D | ||||||||
| Non-Qualified Stock Option (Right to Buy Common Stock) | $ 3.84 | (2) | 02/23/2015 | Common Stock | 250,000 | 250,000 | D | ||||||||
| Incentive Stock Option (Right to Buy Common Stock) (4) | $ 11.76 | (3) | 05/06/2013 | Common Stock | 37,416 | 37,416 | D | ||||||||
| Non-Qualified Stock Option (Right to Buy Common Stock) | $ 10.69 | (3) | 05/06/2018 | Common Stock | 12,584 | 12,584 | D | ||||||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
| MOSHAYEDI MEHRDAD 3001 DAIMLER STREET SANTA ANA, CA 92705-5812 |
X | X | President, COO, CTO, Secretary | |
| M&S MOSHAYEDI REVOCABLE TRUST DTD 9-28-98 3001 DAIMLER STREET SANTA ANA, CA 92705-5812 |
X | |||
| MOSHAYEDI SEMIFA 3001 DAIMLER STREET SANTA ANA, CA 92705-5812 |
X | |||
| /s/ Mark Moshayedi | 03/17/2009 | |
| **Signature of Reporting Person | Date | |
| /s/ Mark Moshayedi, Co-Trustee | 03/17/2009 | |
| **Signature of Reporting Person | Date | |
| /s/ Semira Moshayedi | 03/17/2009 | |
| **Signature of Reporting Person | Date |
| * | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
| ** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
| (1) | These shares are owned directly by the D. and N. Moshayedi Investment Trust, dated 9/25/98, and Mark Moshayedi is an indirect beneficiary of this trust. The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein. |
| (2) | These options are fully vested and immediately exercisable. |
| (3) | This option shall vest and become exercisable in four equal annual installments commencing on May 7, 2009. |
| (4) | Under the issuer's 2000 Stock Incentive Plan and IRS rules, incentive stock options granted to a holder of 10% or more of the issuer's common stock must have an exercise price per share not less than 110% of the fair market value per share of the common stock on the grant date and a term of not more than 5 years. |
| (5) | These shares are owned directly by the M. and S. Moshayedi Revocable Trust, dated 9/25/98, a ten percent owner of the issuer, and indirectly by Mark Moshayedi and Semira Moshayedi as co-trustees of this trust, each of whom may be deemed to be a ten percent owner of the issuer. Each of the co-trustees disclaim beneficial ownership of these securities except to the extent of his or her pecuniary interest therein. |
| (6) | Each of Mark Moshayedi and Semira Moshayedi disclaims beneficial ownership of these securities held by their children except to the extent of their pecuniary interest therein. |
| (7) | The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the M. and S. Moshayedi Revocable Trust, dated 9/25/98, on November 28, 2008. |
| (8) | The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $7.50 to $7.80, inclusive. The reporting person undertakes to provide to STEC, Inc., any security holder of STEC, Inc. or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnotes (8), (9) & (10) to this Form 4. |
| (9) | The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $7.50 to $7.89, inclusive. |
| (10) | The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $7.80 to $7.99, inclusive. |