-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, Rr71DBVxKbhh53UaMrwRgA2bSFPXZPbY0hDgNEgAADF44+Xk7NnrgI8SWDEoWbtf 5+ReDJdbPMfKKR97urjBLg== 0001179110-08-004098.txt : 20080226 0001179110-08-004098.hdr.sgml : 20080226 20080226114153 ACCESSION NUMBER: 0001179110-08-004098 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20080222 FILED AS OF DATE: 20080226 DATE AS OF CHANGE: 20080226 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: WJ COMMUNICATIONS INC CENTRAL INDEX KEY: 0000105006 STANDARD INDUSTRIAL CLASSIFICATION: SPECIAL INDUSTRY MACHINERY, NEC [3559] IRS NUMBER: 941402710 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 401 RIVER OAKS PARKWAY CITY: SAN JOSE STATE: CA ZIP: 95134 BUSINESS PHONE: 408-577-6200 MAIL ADDRESS: STREET 1: 401 RIVER OAKS PARKWAY CITY: SAN JOSE STATE: CA ZIP: 95134 FORMER COMPANY: FORMER CONFORMED NAME: WATKINS JOHNSON CO DATE OF NAME CHANGE: 19920703 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: DIAMOND BRUCE CENTRAL INDEX KEY: 0001251404 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-31337 FILM NUMBER: 08641870 BUSINESS ADDRESS: STREET 1: ZILOG INC STREET 2: 532 RACE ST CITY: SAN JOSE STATE: CA ZIP: 95126 BUSINESS PHONE: 4085588500 4 1 edgar.xml FORM 4 - X0202 4 2008-02-22 0 0000105006 WJ COMMUNICATIONS INC WJCI 0001251404 DIAMOND BRUCE 401 RIVER OAKS PARKWAY SAN JOSE CA 95134 1 1 0 0 President and CEO Common Stock 2008-02-22 4 M 0 26373 0 A 793454 D Common Stock 2008-02-22 4 F 0 11063 .68 D 782391 D Common Stock 2008-02-22 4 M 0 18461 0 A 800852 D Common Stock 2008-02-22 4 F 0 7744 .68 D 793108 D Restricted Stock Unit 0 2008-02-22 4 M 0 26373 0 D 2010-08-10 Common Stock 26373 267493 D Restricted Stock Unit 0 2008-02-22 4 M 0 18461 0 D 2011-07-30 Common Stock 18461 237949 D Shares of common stock issued without payment upon settlement of newly vested restricted stock units. This amount represents the number of shares withheld by the Company to cover tax obligations of the reporting person arising pursuant to the vesting of restricted stock units. This amount represents the following items for the reporting person;(a) 34,129 shares acquired pursuant to the terms of the Company's Employee Stock Purchase plan; (b) An award of 500,000 shares of restricted stock that vest solely based on meeting performance criteria offset by 154,026 shares withheld by the Company to cover tax withholding obligations of vested shares; (c) An award of 500,000 shares of restricted stock offset by 178,274 shares withheld by the Company to cover tax withholding obligations of vested shares. This restricted award vests ratably over a thirty-six month period following the date of grant of July 29, 2005 ; (d) 117,268 shares of common stock issued without payment for vested restricted stock units offset by 55,989 shares to cover tax withholding obligations for the vested units; (e) 30,000 shares purchased in various open market transactions. The restricted stock units shall vest on August 10, 2010 if the reporting person has continued to be actively employed by the Company through that date. The reporting person received on an accelerated basis a portion of such shares at the end of the fiscal 6-month period ended December 31, 2007, based on the extent to which the Company satisfied its corporate performance objectives for that 6-month fiscal period. Each restricted stock unit represents a contingent right to receive one share without payment of WJ Communications Inc. common stock. The restricted stock units shall vest on July 30, 2011 if the reporting person has continued to be actively employed by the Company through that date. The reporting person received on an accelerated basis a portion of such shares at the end of the fiscal 6-month period ended December 31, 2007, based on the extent to which the Company satisfied its corporate performance objectives for that 6-month fiscal period. /s/Rainer N. Growitz by Power of Attorney 2008-02-26 -----END PRIVACY-ENHANCED MESSAGE-----