0000310568-18-000107.txt : 20180530 0000310568-18-000107.hdr.sgml : 20180530 20180530163645 ACCESSION NUMBER: 0000310568-18-000107 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20180529 FILED AS OF DATE: 20180530 DATE AS OF CHANGE: 20180530 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Goerner Frederick C CENTRAL INDEX KEY: 0001429299 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-08866 FILM NUMBER: 18868613 MAIL ADDRESS: STREET 1: MICROSEMI CORPORATION STREET 2: ONE ENTERPRISE CITY: ALISO VIEJO STATE: CA ZIP: 92656 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: MICROSEMI CORP CENTRAL INDEX KEY: 0000310568 STANDARD INDUSTRIAL CLASSIFICATION: SEMICONDUCTORS & RELATED DEVICES [3674] IRS NUMBER: 952110371 STATE OF INCORPORATION: DE FISCAL YEAR END: 0930 BUSINESS ADDRESS: STREET 1: ONE ENTERPRISE CITY: ALISO VIEJO STATE: CA ZIP: 92656 BUSINESS PHONE: 949-380-6100 MAIL ADDRESS: STREET 1: ONE ENTERPRISE CITY: ALISO VIEJO STATE: CA ZIP: 92656 FORMER COMPANY: FORMER CONFORMED NAME: MICROSEMICONDUCTOR CORP DATE OF NAME CHANGE: 19830323 4 1 wf-form4_152771259163686.xml FORM 4 X0306 4 2018-05-29 0 0000310568 MICROSEMI CORP MSCC 0001429299 Goerner Frederick C ONE ENTERPRISE ALISO VIEJO CA 92656 0 1 0 0 Exec VP Worldwide Sales & Mktg Microsemi Common Stock 2018-05-29 4 D 0 57262 D 0 D Microsemi Restricted Stock Units 2018-05-29 4 D 0 18294 D Common Stock 18294.0 0 D Shares disposed of pursuant to the Agreement and Plan of Merger by and among Microchip Technology Incorporated ("Microchip") , Maple Acquisition Corporation and Microsemi Corporation (the "Merger Agreement" and, the transaction contemplated therein, the "Merger"), whereby each share of Issuer's common stock was automatically cancelled and converted into the right to an amount equal to $68.78 in cash (the "Merger Consideration"). Pursuant to the Merger Agreement, this Restricted Stock Unit ("RSU") was assumed and converted in the Merger into that number of Microchip RSUs of Microchip common stock equal to the product of (a) this number of RSUs and (b) the "Equity Award Exchange Ratio" obtained by dividing the Merger Consideration of $68.78 by the average closing sales price for a share of Microchip common stock, rounded to the nearest one-tenth of a cent, as reported on Nasdaq for the ten (10) most recent days ending on the last trading day immediately prior to the date on which the Effective Time occurs, calculated as 0.732185. Mark Lin, Attorney-in-Fact for Frederick C. Goerner 2018-05-30