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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Stock Option (Right to Buy) | $ 4.91 | 11/11/2005 | A | 50,000 | 11/11/2006(1) | 11/10/2015 | Common Stock | 50,000 | $ 0 | 193,016 | D | ||||
Stock Option (Right to Buy) | $ 20.1739 (2) | 11/11/2005 | D | 40,000 | (3) | 11/01/2011 | Common Stock | 40,000 | (7) | 153,016 | D | ||||
Stock Option (Right to Buy) | $ 13.9253 (2) | 11/11/2005 | D | 19,600 | (4) | 11/13/2012 | Common Stock | 19,600 | (7) | 133,416 | D | ||||
Stock Option (Right to Buy) | $ 24.1462 (2) | 11/11/2005 | D | 30,813 | (5) | 09/24/2013 | Common Stock | 30,813 | (7) | 102,603 | D | ||||
Stock Option (Right to Buy) | $ 10.444 (2) | 11/11/2005 | D | 22,603 | (1) | 06/01/2014 | Common Stock | 22,603 | (7) | 80,000 | D | ||||
Stock Option (Right to Buy) | $ 6.73 | 11/11/2005 | D | 15,000 | (1) | 09/21/2014 | Common Stock | 15,000 | (7) | 65,000 | D | ||||
Stock Option (Right to Buy) | $ 6.73 | 11/11/2005 | D | 15,000 | (6) | 09/21/2014 | Common Stock | 15,000 | (7) | 50,000 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Turley Stephen Ernest Henry 2584 JUNCTION AVENUE SAN JOSE, CA 95134 |
Chief Commercial Officer |
Jacobin Zorin, Attorney-in-Fact | 11/15/2005 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | Option vests as to 25% of the shares underlying the option one year from the grant date with the remaining vesting 1/48th of the total shares per month thereafter. |
(2) | Converted from British Pounds Sterling to U.S. Dollars using the noon buying rate of exchange on September 9, 2004 of 1.00 British Pounds Sterling = 1.7853 U.S. Dollars. |
(3) | The option vests as to 1/3 after 18 months, 1/3 after 30 months, and 1/3 after 42 months. |
(4) | Accelerator vesting options (i.e. vesting can accelerate from normal time vesting patterns). |
(5) | The option vests as to 25% on January 1, 2004, 10% on April 1, 2004, and 5% every quarter thereafter. |
(6) | Fifty percent of the option vests upon Bookham, Inc. achieving profitability and the remaining fifty percent of the option vests upon Bookham, Inc. achieving cash break-even. On September 22, 2009, all of the unvested option vests. |
(7) | On November 11, 2005, the issuer cancelled, pursuant to the Restricted Stock Agreement dated November 11, 2005 entered into by the issuer and the reporting person, options granted to the reporting person on November 2, 2001, November 14, 2002, September 25, 2003, June 2, 2004 and September 22, 2004. In exchange for the options, the reporting person received 40,000 shares of restricted stock. |