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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) | $ 7.1 | 02/11/2014 | A | 462,596 | 05/11/2014(1) | 02/11/2021 | Common Stock | 462,596 | $ 0 | 462,596 | D | ||||
Performance Restricted Stock Unit (PRSU) | $ 0 (2) | 02/11/2014 | A | 98,592 | (3) | (4) | Common Stock | 98,592 | $ 0 | 98,592 | D | ||||
Restricted Stock Unit (RSU) | $ 0 (2) | 02/11/2014 | A | 98,592 | 02/11/2015(5) | (4) | Common Stock | 98,592 | $ 0 | 281,104 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Billerbeck Darin G 5555 N.E. MOORE CT. HILLSBORO, OR 97124 |
X | President & CEO |
By: Byron W. Milstead, Attorney-in-Fact For: Darin G. Billerbeck | 02/12/2014 | |
**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) | This option to purchase shares of common stock becomes exercisable over a four year period where in 1/16th (6.25%) of the total shares granted vest on each quarterly anniversary of the grant date. |
(2) | Each Restricted Stock Unit (RSU) represents a right to receive one share of the Issuers common shares without payment of specific consideration. |
(3) | Grants of the Performance Restricted Stock Units (PRSUs) vest as follows: (a) 50% of the PRSUs will vest on such later date as the closing sale price of the Issuer's Common Stock shall exceed the Grant Date closing price by ten percent (10%) and the date the Compensation Committee of the Board of Directors shall have certified the same; and (b) the remaining 50% of the PRSUs will vest on such later date as the closing sale price of the Issuer's Common Stock shall exceed the Grant Date closing price by twenty percent (20%) and the date the Compensation Committee of the Board of Directors shall have certified the same; provided, however, that such vesting with respect to either shall have occurred not more than seven (7) years from the date of grant or either grant of PRSUs with respect to which the performance condition has not been met shall forfeit. |
(4) | Not applicable. |
(5) | Grants of Restricted Stock Units (RSUs) vest as follows: 25% of the RSUs will vest on the first anniversary of the date of grant, and an additional 6.25% of the RSUs shall vest at the end of each three month period thereafter. |