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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 | ||||||||
Restricted Stock Units | (1) | 08/13/2012 | A | 20,000 | (2) | (3) | Common Stock | 20,000 | $ 0 | 20,000 | D | ||||
Performance-Based Restricted Stock Units | (1) | 08/13/2012 | A | 25,000 | (4) | (3) | Common Stock | 25,000 | $ 0 | 25,000 | D | ||||
Restricted Stock Units | (1) | 08/13/2012 | A | 20,000 | (2) | (3) | Common Stock | 20,000 | $ 0 | 20,000 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Pileggi Jennifer C/O SGI 46600 LANDING PARKWAY FREMONT, CA 94538 |
SVP, General Counsel/Corp Sec |
/s/ Jennifer Pratt as Attorney-in-Fact for Jennifer Pileggi | 08/15/2012 | |
**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) | Each restricted stock unit represents a contingent right to receive one share of Common Stock. |
(2) | This restricted stock unit award will vest over (4) four years, vesting 1/16 of the shares quarterly. |
(3) | Restricted Stock Units have no Expiration Date. |
(4) | This performance-based restricted stock unit award is eligible to vest upon achievement of certain performance criteria based on total revenues and non-GAAP operating income. The actual PRSU award earned will vest as to 1/4th of the shares following the completion of SGI's audited financial statements for the 2013 fiscal year and the approval of the Compensation Committee of the Board, and the remainder on each anniversary of the original grant date thereafter. The number of shares reflected is at 125% of the target level of performance. The actual number of shares may range from 50% to 150% of the target award amount. |