0001181431-13-012876.txt : 20130226 0001181431-13-012876.hdr.sgml : 20130226 20130226193750 ACCESSION NUMBER: 0001181431-13-012876 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20130222 FILED AS OF DATE: 20130226 DATE AS OF CHANGE: 20130226 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: GECHT GUY CENTRAL INDEX KEY: 0001116233 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-18805 FILM NUMBER: 13644607 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: ELECTRONICS FOR IMAGING INC CENTRAL INDEX KEY: 0000867374 STANDARD INDUSTRIAL CLASSIFICATION: COMPUTER COMMUNICATIONS EQUIPMENT [3576] IRS NUMBER: 943086355 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 303 VELOCITY WAY CITY: FOSTER CITY STATE: CA ZIP: 94404 BUSINESS PHONE: 6503573500 MAIL ADDRESS: STREET 1: 303 VELOCITY WAY CITY: FOSTER CITY STATE: CA ZIP: 94404 4 1 rrd371419.xml X0306 4 2013-02-22 0 0000867374 ELECTRONICS FOR IMAGING INC EFII 0001116233 GECHT GUY 303 VELOCITY WAY FOSTER CITY CA 94404 1 1 0 0 Chief Executive Officer Common Stock 2013-02-22 4 M 0 13283 A 196678 D Common Stock 2013-02-22 4 F 0 6932 23.38 D 189746 D Common Stock 2013-02-22 4 M 0 10824 A 200570 D Common Stock 2013-02-22 4 F 0 5648 23.38 D 194922 D Restricted Stock Unit (RSU) 2013-02-22 4 M 0 13283 0 D 2013-03-11 Common Stock 13283 5348 D Restricted Stock Unit (RSU) 2013-02-22 4 D 0 5348 0 D 2013-02-22 Common Stock 5348 0 D Restricted Stock Unit (RSU) 2013-02-22 4 M 0 10824 0 D 2013-03-11 Common Stock 10824 7807 D Restricted Stock Unit (RSU) 2013-02-22 4 D 0 7807 0 D 2013-02-22 Common Stock 7807 0 D Restricted Stock Unit (RSU) 2013-02-22 4 A 0 14084 0 A 2014-03-10 Common Stock 14084 14084 D Restricted Stock Unit (RSU) 2013-02-22 4 A 0 14084 0 A 2014-03-10 Common Stock 14084 14084 D These shares of common stock result from vesting of a portion of the performance-based (revenue) restricted stock units granted to the reporting person under the EFI 2012 Executive Team Performance Bonus Program (the "2012 Executive Bonus Program"). Upon vesting, each restricted stock unit was converted into one share of Electronics For Imaging, Inc. common stock. Represents shares of common stock withheld by the issuer for tax purposes upon vesting of the restricted stock units. This transaction is exempt under Rule 16b-3(e). These shares of common stock result from vesting of a portion of the performance-based (non-GAAP net income) restricted stock units granted to the reporting person under the 2012 Executive Bonus Program. Each restricted stock unit represents a contingent right to receive one share of Electronics For Imaging, Inc. common stock. This is a performance-based award granted to the reporting person in February 2012 in execution of the 2012 Executive Bonus Program. Based on the level of achievement of the issuer's 2012 revenue, a portion of this restricted stock unit award vested on February 22, 2013. The unvested portion was forfeited, in accordance with the terms of this program. This corresponds to the unvested portion of the performance-based (revenue) restricted stock units granted to the reporting person under the 2012 Executive Bonus Program in February 2012 that was forfeited as noted above. This is a performance-based award granted to the reporting person in February 2012 in execution of the 2012 Executive Bonus Program. Based on the level of achievement of the issuer's 2012 non-GAAP operating income, a portion of this restricted stock unit award vested on February 22, 2013. The unvested portion was forfeited, in accordance with the terms of this program. This corresponds to the unvested portion of the performance-based (non-GAAP operating income) restricted stock units granted to the reporting person under the 2012 Executive Bonus Program in February 2012 that was forfeited as noted above. This is a performance-based award granted in execution of the EFI 2013 Section 16 Officer - Executive Performance Bonus Program. The vesting of this restricted stock unit award will be determined based on the issuer's 2013 revenue target achievement, subject to the issuer achieving a minimum threshold for 2013 non-GAAP operating income (the "Minimum Threshold"). This award will vest in full or on pro-rata basis, if and as applicable, upon the review of the issuer's performance by the Compensation Committee of the Board of Directors of the issuer and confirmation that the applicable performance requirements have been satisfied (the "Determination Date"), on the later of (1) the first anniversary of the grant date or (2) the Determination Date, subject to Mr. Gecht's continued employment with the issuer through the vesting date; provided, however, that in no event will the vesting date occur later than March 10, 2014. This is a performance-based award granted in execution of the EFI 2013 Section 16 Officer - Executive Performance Bonus Program. The vesting of this restricted stock unit award will be determined based on the issuer's 2013 non-GAAP operating income target achievement, subject also to the issuer achieving the Minimum Threshold. This award will vest in full or on pro-rata basis, if and as applicable, upon the review of the issuer's performance by the Compensation Committee of the Board of Directors of the issuer and confirmation that the applicable performance requirements have been satisfied, on the later of (1) the first anniversary of the grant date or (2) the Determination Date, subject to Mr. Gecht's continued employment with the issuer through the vesting date; provided, however, that in no event will the vesting date occur later than March 10, 2014. /s/ Guy Gecht 2013-02-26