0001468883-14-000014.txt : 20141117 0001468883-14-000014.hdr.sgml : 20141117 20141117170711 ACCESSION NUMBER: 0001468883-14-000014 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20141113 FILED AS OF DATE: 20141117 DATE AS OF CHANGE: 20141117 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: AVID TECHNOLOGY, INC. CENTRAL INDEX KEY: 0000896841 STANDARD INDUSTRIAL CLASSIFICATION: PHOTOGRAPHIC EQUIPMENT & SUPPLIES [3861] IRS NUMBER: 042977748 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 75 NETWORK DRIVE CITY: BURLINGTON STATE: MA ZIP: 01803 BUSINESS PHONE: 978.640.6789 MAIL ADDRESS: STREET 1: 75 NETWORK DRIVE CITY: BURLINGTON STATE: MA ZIP: 01803 FORMER COMPANY: FORMER CONFORMED NAME: AVID TECHNOLOGY INC DATE OF NAME CHANGE: 19930203 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: GAHAGAN CHRISTOPHER C. CENTRAL INDEX KEY: 0001468883 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36254 FILM NUMBER: 141228604 MAIL ADDRESS: STREET 1: AVID TECHNOLOGY, INC. STREET 2: 75 NETWORK DRIVE CITY: BURLINGTON STATE: MA ZIP: 01803 FORMER NAME: FORMER CONFORMED NAME: Gahagan Christopher DATE OF NAME CHANGE: 20110921 FORMER NAME: FORMER CONFORMED NAME: Gahagan Chris DATE OF NAME CHANGE: 20090722 4 1 edgar.xml PRIMARY DOCUMENT X0306 4 2014-11-13 0000896841 AVID TECHNOLOGY, INC. AVID 0001468883 GAHAGAN CHRISTOPHER C. AVID TECHNOLOGY, INC. 75 NETWORK DRIVE BURLINGTON MA 01803 0 1 0 0 SVP of Products & Technology Common Stock 2014-11-13 4 A 0 48000 0 A 105234 D Common Stock 2014-11-13 4 A 0 19997 0 A 125231 D Common Stock 2014-11-13 4 A 0 28003 0 A 153234 D Common Stock 2014-11-13 4 F 0 9104 10.27 D 144130 D Common Stock 2014-11-13 4 A 0 2656 0 A 146786 D Common Stock 2014-11-13 4 A 0 18594 0 A 165380 D Common Stock 2014-11-13 4 F 0 7180 10.27 D 158200 D Common Stock 2014-11-16 4 F 0 625 10.46 D 157575 D Common Stock 2014-11-16 4 F 0 625 10.46 D 156950 D Employee Stock Option (Right to Buy) 12.84 2014-11-13 4 A 0 150000 0 A 2016-07-21 Common Stock 150000 150000 D Represents an award of restricted stock units ( "RSUs") that will vest on a time-based vesting schedule as follows: 33.33% on the first anniversary of the vesting start date of February 12, 2014, and the remaining 66.66% in equal 8.25% installments every 3 months thereafter, provided the reporting person continues to be employed by Avid Technology, Inc. (the "Issuer") on each such vesting date. Each RSU represents the contingent right to receive 1 share of the Issuer's common stock. This award includes a provision for the withholding of shares by the Issuer to pay the withholding taxes due on each such vesting date. The vest start date of February 12, 2014 for this award has been determined by the Compensation Committee of the Issuer's Board of Directors (the "Committee") to reflect the fact that such award would have been granted in the first quarter of calendar year 2014, were it not for the Issuer's restatement process and the fact that the Issuer was not current in its filing obligations under the Securities Exchange Act of 1934 (the "Exchange Act"). Represents the unvested portion of an award of RSUs that is vesting on a time-based vesting schedule over the course of three years as follows: 33.33% on the first anniversary of the vesting start date of February 12, 2013, and the remaining 66.66% in equal 8.25% installments every three months thereafter, provided the reporting person continues to be employed by the Issuer on each such vesting date. Each RSU represents the contingent right to receive one share of the Issuer's common stock. This award includes a provision for the withholding of shares by the Issuer to pay the withholding taxes due on each such vesting date. The vest start date of February 12, 2013 for this award has been determined by the Committee to reflect the fact that such award would have been granted in the first quarter of calendar year 2013, were it not for the Issuer's restatement process and the fact that the Issuer was not current in its filing obligations under the Exchange Act. Shares of common stock, representing the vested portion of an award of RSUs that is vesting on a time-based vesting schedule over the course of three years as follows: 33.33% on the first anniversary of the vesting start date of February 12, 2013, and the remaining 66.66% in equal 8.25% installments every three months thereafter, provided the reporting person continues to be employed by the Issuer on each such vesting date (the "Vested Catch-up Grant"). This award includes a provision for the withholding of shares by the Issuer to pay the withholding taxes due on each such vesting date. The vest start date of February 12, 2013 for this award has been determined by the Committee to reflect the fact that such award would have been granted in the first quarter of calendar year 2013, were it not for the Issuer's restatement process and the fact that the Issuer was not current in its filing obligations under the Exchange Act. Represents shares withheld by the Issuer to satisfy tax obligations in relation to the Vested Catch-up Grant described in footnote 4 above. This award includes a provision for the withholding of shares by the Issuer to pay the withholding taxes due on the vesting date. Represents the unvested portion of an RSU award granted to the reporting person on February 16, 2011 (the "Original Grant Date"). Vesting of the RSUs was originally subject to the achievement of certain performance criteria. On November 12, 2014 the Committee made a determination to change the RSUs from performance-based to time based vesting. Following such determination, the RSUs are vesting on a time-based vesting schedule as follows: 25% vesting at the first anniversary of the Original Grant Date and the remaining 75% vesting in equal quarterly installments thereafter, provided the reporting person continues to be employed by the Issuer on each such vesting date. Each RSU represent the contingent right to receive one share of the Issuer's common stock. This award includes a provision for the withholding of shares by the Issuer to pay the withholding taxes due on each such vesting date. Shares of common stock, representing the vested portion of an award of RSUs granted to the reporting person on the Original Grant Date (the "Vested Modified Grant"). Vesting of the RSUs was originally subject to the achievement of certain performance criteria. On November 12, 2014 the Committee made a determination to change the RSUs from performance-based vesting to time based vesting. Following such determination, the RSUs are vesting on a time-based vesting schedule over the course of four years as follows: 25% vesting at the first anniversary of the Original Grant Date and the remaining 75% vesting in equal quarterly installments thereafter, provided the reporting person continues to be employed by the Issuer on each such vesting date. This award includes a provision for the withholding of shares by the Issuer to pay the withholding taxes due on each such vesting date. Represents shares withheld by the Issuer to satisfy tax obligations in relation to the Vested Catch-up Grant described in footnote 7 above. This award includes a provision for the withholding of shares by the Issuer to pay the withholding taxes due on the vesting date. Represents shares withheld by the Issuer to satisfy tax obligations in relation to the portion of the Vested Catch-up Grant described in footnote 7 above which vested on November 16, 2014. This award includes a provision for the withholding of shares by the Issuer to pay the withholding taxes due on the vesting date. Represents shares withheld by the Issuer to satisfy tax withholding obligation upon the vesting on November 16, 2014 of 6.25% of the restricted stock units awarded on February 16, 2011. This award includes a provision for the withholding of shares by the Issuer to pay the withholding taxes due on the vesting date. Represents the fully vested portion of a stock option award originally granted to the reporting person on July 21, 2009. Vesting of the stock options was originally subject to the achievement of certain performance criteria. On November 12, 2014 the Committee made a determination to change the stock options from performance-based vesting to time based vesting. The stock options are vesting on a time-based vesting schedule over the course of four years as follows: 25% vesting at the first anniversary of the Original Grant Date and the remaining 75% vesting in equal quarterly installments thereafter, provided the reporting person continues to be employed by the Issuer on each such vesting date. /s/ Jason A. Duva as Attorney-in-Fact for Christopher C. Gahagan 2014-11-17