0001127602-12-002584.txt : 20120126 0001127602-12-002584.hdr.sgml : 20120126 20120126140331 ACCESSION NUMBER: 0001127602-12-002584 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20120124 FILED AS OF DATE: 20120126 DATE AS OF CHANGE: 20120126 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: KILROY THOMAS M CENTRAL INDEX KEY: 0001339047 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-06217 FILM NUMBER: 12547177 MAIL ADDRESS: STREET 1: 2200 MISSION COLLEGE BLVD STREET 2: RNB-4-151 CITY: SANTA CLARA STATE: CA ZIP: 95054 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: INTEL CORP CENTRAL INDEX KEY: 0000050863 STANDARD INDUSTRIAL CLASSIFICATION: SEMICONDUCTORS & RELATED DEVICES [3674] IRS NUMBER: 941672743 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 2200 MISSION COLLEGE BLVD STREET 2: RNB-4-151 CITY: SANTA CLARA STATE: CA ZIP: 95054 BUSINESS PHONE: 4087658080 MAIL ADDRESS: STREET 1: 2200 MISSION COLLEGE BLVD STREET 2: RNB-4-151 CITY: SANTA CLARA STATE: CA ZIP: 95054 4 1 form4.xml PRIMARY DOCUMENT X0304 4 2012-01-24 0000050863 INTEL CORP INTC 0001339047 KILROY THOMAS M INTEL CORPORATION 2200 MISSION COLLEGE BLVD. SANTA CLARA CA 95054 1 Sr VP, GM Sales & Mktg Grp Common Stock 2012-01-24 4 M 0 27500 19.51 A 29775 D Common Stock 2012-01-24 4 M 0 41640 15.665 A 71415 D Common Stock 2012-01-24 4 M 0 95484 19.04 A 166899 D Common Stock 2012-01-24 4 S 0 164624 26.7594 D 2275 D Common Stock 2012-01-24 4 M 0 3699 0 A 5974 D Common Stock 2012-01-24 4 F 0 1258 26.795 D 4716 D Common Stock 51806 I By Trust for Self and Spouse Performance-based Restricted Stock Units 0 2012-01-24 4 A 0 43070 0 A 2015-02-24 Common Stock 43070 43070 D Employee Stock Option (Right to Buy) 26.795 2012-01-24 4 A 0 154400 0 A 2013-01-24 2019-01-24 Common Stock 154400 154400 D Restricted Stock Units 0 2012-01-24 4 A 0 38290 0 A 2012-04-24 Common Stock 38290 38290 D Restricted Stock Units 0 2012-01-24 4 A 0 186600 0 A 2014-01-24 Common Stock 186600 186600 D Employee Stock Option (Right to Buy) 19.51 2012-01-24 4 M 0 27500 0 D 2007-04-21 2013-04-21 Common Stock 27500 0 D Employee Stock Option (Right to Buy) 15.665 2012-01-24 4 M 0 41640 0 D 2010-04-16 2016-04-16 Common Stock 41640 41640 D Employee Stock Option (Right to Buy) 19.04 2012-01-24 4 M 0 95484 0 D 2010-10-30 2016-10-30 Common Stock 95484 165162 D Restricted Stock Units 0 2012-01-24 4 M 0 3699 0 D 2011-04-24 Common Stock 3699 29594 D This transaction was executed in multiple trades at prices ranging from $26.65 to $26.83. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected. Shares acquired on the vesting of restricted stock units. Shares withheld for payment of tax liability. Each Performance-based Restricted Stock Unit (RSU) represents the right to receive, following vesting, no less than 50% and no more than 200% of one share of Intel common stock, together with dividend equivalent shares on the vested number of shares. The resulting number of shares of Intel common stock acquired upon vesting of the Performance-based RSUs is contingent upon the achievement of pre-established performance metrics, as approved by the Company's Compensation Committee, over a three-year period beginning on the grant date and ending on the third anniversary of the grant date, unless that date falls on a date that the NASDAQ Stock Market is closed, in which case the next business date that the NASDAQ Stock Market is open shall apply. Unless earlier forfeited under the terms of the Performance-based RSU, each Performance-based RSU vests and converts into no less than 50% and no more than 200% of one share of Intel common stock three years and one month after the grant date (together with dividend equivalent shares thereon), unless that date falls on a non-business date, in which case the next business date shall apply. Unless earlier forfeited under the terms of the option, the option vests in four equal annual installments beginning on the first anniversary of the grant date, unless that date falls on a non-business date, in which case the next business date shall apply. Each restricted stock unit represents the right to receive, following vesting, one share of Intel Corporation common stock. Unless earlier forfeited under the terms of the RSU, 1/12th of the award vests and converts into common stock in twelve substantially equal quarterly tranches, beginning on April 24, 2012. If the quarterly vesting date falls on a non-business date, the next business date shall apply. Unless earlier forfeited under the terms of the RSU, 10% of the award vests and converts into common stock on the 2nd anniversary of the grant date, 20% of the award vests and converts into common stock on the 3rd anniversary of the grant date, 30% of the award vests and converts into common stock on the 4th anniversary of the grant date and 40% of the award vests and converts into common stock on the 5th anniversary of the grant date, unless any vesting date falls on a non-business date, in which case the next business date shall apply. The option vests in four equal annual installments beginning on the first anniversary of the grant date. The option vests in four equal annual installments beginning on the first anniversary of the grant date, unless that date falls on a non-business date, in which case the next business date shall apply. Unless earlier forfeited under the terms of the RSU, 1/12th of the award vests and converts into common stock in twelve substantially equal quarterly tranches, beginning on April 24, 2011. If the quarterly vesting date falls on a non-business date, the next business date shall apply. /s/ Wendy Yemington, attorney-in-fact 2012-01-26