0000921895-15-001587.txt : 20150608
0000921895-15-001587.hdr.sgml : 20150608
20150608174825
ACCESSION NUMBER: 0000921895-15-001587
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20150604
FILED AS OF DATE: 20150608
DATE AS OF CHANGE: 20150608
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: MICREL INC
CENTRAL INDEX KEY: 0000932111
STANDARD INDUSTRIAL CLASSIFICATION: SEMICONDUCTORS & RELATED DEVICES [3674]
IRS NUMBER: 942526744
STATE OF INCORPORATION: CA
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 1849 FORTUNE DR
CITY: SAN JOSE
STATE: CA
ZIP: 95131
BUSINESS PHONE: 4089440800
MAIL ADDRESS:
STREET 1: 1849 FORTUNE DR
CITY: SAN JOSE
STATE: CA
ZIP: 95131
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: MITCHELL MARK R
CENTRAL INDEX KEY: 0001285596
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-34020
FILM NUMBER: 15919349
MAIL ADDRESS:
STREET 1: 777 THIRD AVENUE, 18TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10017
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Feld Peter A
CENTRAL INDEX KEY: 0001410600
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-34020
FILM NUMBER: 15919350
MAIL ADDRESS:
STREET 1: 777 THIRD AVENUE, 18TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10017
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Smith Jeffrey C
CENTRAL INDEX KEY: 0001362697
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-34020
FILM NUMBER: 15919351
MAIL ADDRESS:
STREET 1: 777 THIRD AVENUE, 18TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10017
4
1
form406297138d_06082015.xml
OWNERSHIP DOCUMENT
X0306
4
2015-06-04
1
0000932111
MICREL INC
MCRL
0001362697
Smith Jeffrey C
777 THIRD AVENUE, 18TH FLOOR
NEW YORK
NY
10017
0
0
1
1
See Footnote 1.
0001410600
Feld Peter A
777 THIRD AVENUE, 18TH FLOOR
NEW YORK
NY
10017
0
0
1
1
See Footnote 1.
0001285596
MITCHELL MARK R
777 THIRD AVENUE, 18TH FLOOR
NEW YORK
NY
10017
0
0
1
1
See Footnote 1.
Common Stock, No Par Value
2015-06-04
4
S
0
1036700
13.9005
D
2991477
I
By Starboard Value and Opportunity Master Fund Ltd
Common Stock, No Par Value
2015-06-04
4
S
0
237520
13.9005
D
685384
I
By Starboard Value and Opportunity S LLC
Common Stock, No Par Value
2015-06-04
4
S
0
129812
13.9005
D
374583
I
By Starboard Value and Opportunity C LP
Common Stock, No Par Value
2015-06-04
4
S
0
341397
13.9005
D
985127
I
By Managed Account of Starboard Value LP
This Form 4 is filed jointly by Starboard Value and Opportunity Master Fund Ltd ("Starboard V&O Fund"), Starboard Value and Opportunity S LLC("Starboard S LLC"), Starboard Value and Opportunity C LP ("Starboard C LP"), Starboard Value LP ("Starboard Value LP"), Starboard Value GP LLC ("StarboardValue GP"), Starboard Principal Co LP ("Principal Co"), Starboard Principal Co GP LLC ("Principal GP"), Starboard Value R LP ("Starboard R LP"), Starboard ValueR GP LLC ("Starboard R GP"), Jeffrey C. Smith, Mark Mitchell and Peter A. Feld (collectively, the "Reporting Persons"). As of June 4, 2015, the Reporting Persons ceased to own in the aggregate more than 10% of the Issuer's outstanding shares of Common Stock.
To enable all of the Reporting Persons togain access to the Securities and Exchange Commission's electronic filing system (which only accepts a maximum of 10 joint filers per report), this report is the second of two identical reports relating to the same transactions being filed with the Securities and Exchange Commission. Each Reporting Person, as a member of a "group" with the other Reporting Persons for the purposes of Section 13(d)(3) of the Securities Exchange Act of 1934, as amended, may be deemed the beneficial owner of the Shares directly owned by the other Reporting Persons. Each Reporting Person disclaims beneficial ownership of the shares of Common Stock reported herein except to the extent of his or its pecuniary interest therein, and this report shall not be deemed to be an admission that any Reporting Person is the beneficial owner of such shares of Common Stock for purposes of Section 16 or for any other purpose.
Shares of Common Stock beneficially owned by Starboard V&O Fund. Starboard Value LP, as the investment manager of Starboard V&O Fund, may be deemed to be the beneficial owner of the shares of Common Stock beneficially owned by Starboard V&O Fund. Each of Starboard Value GP, as the general partner of Starboard Value LP, Principal Co, as a member of Starboard Value GP, Principal GP, as the general partner of Principal Co, and Messrs. Smith, Mitchell and Feld, as members of Principal GP and as members of each of the Management Committee of Starboard Value GP and the Management Committee of Principal GP, may be deemed to be the beneficial owner of the shares of Common Stock beneficially owned by Starboard V&O Fund.
Shares of Common Stock beneficially owned by Starboard S LLC. Starboard Value LP, as the manager of Starboard S LLC, may be deemed to be the beneficial owner of the shares of Common Stock beneficially owned by Starboard S LLC. Each of Starboard Value GP, as the general partner of Starboard Value LP, Principal Co, as a member of Starboard Value GP, Principal GP, as the general partner of Principal Co, and Messrs. Smith, Mitchell and Feld, as members of Principal GP and as members of each of the Management Committee of Starboard Value GP and the Management Committee of Principal GP, may be deemed to be the beneficial owner of the shares of Common Stock beneficially owned by Starboard S LLC.
Shares of Common Stock beneficially owned by Starboard C LP. Each of Starboard R LP, as the general partner of Starboard C LP, and Starboard R GP, as the general partner of Starboard R LP, may be deemed to be the beneficial owner of the shares of Common Stock beneficially owned by Starboard C LP. Starboard Value LP, as the investment manager of Starboard C LP, may be deemed to be the beneficial owner of the shares of Common Stock beneficially owned by Starboard C LP. Each of Starboard Value GP, as the general partner of Starboard Value LP, Principal Co, as a member of Starboard Value GP, Principal GP, as the general partner of Principal Co, and Messrs. Smith, Mitchell and Feld, as members of Principal GP and as members of each of the Management Committee of Starboard Value GP and the Management Committee of Principal GP, may be deemed to be the beneficial owner of the shares of Common Stock beneficially owned by Starboard C LP.
Shares held in an account managed by Starboard Value LP. Starboard Value GP, as the general partner of Starboard Value LP, Principal Co, as a member ofStarboard Value GP, Principal GP, as the general partner of Principal Co, and Messrs. Smith, Mitchell and Feld, as members of Principal GP and as membersof each of the Management Committee of Starboard Value GP and the Management Committee of Principal GP, may be deemed to be the beneficial ownerof the shares of Common Stock beneficially owned by Starboard Value LP.
By: /s/ Jeffrey C. Smith
2015-06-08
Mark R. Mitchell; By: /s/ Jeffrey C. Smith, Attorney in Fact
2015-06-08
Peter A. Feld; By: /s/ Jeffrey C. Smith, Attorney in Fact
2015-06-08