Statement of Changes in Beneficial Ownership (4)
November 16 2016 - 4:01PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue.
See
Instruction 1(b).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0287
Estimated average burden
hours per response...
0.5
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
Kuo David C
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2. Issuer Name
and
Ticker or Trading Symbol
APPLIED OPTOELECTRONICS, INC.
[
AAOI
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director
_____ 10% Owner
__
X
__ Officer (give title below)
_____ Other (specify below)
General Counsel and Secretary
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(Last)
(First)
(Middle)
C/O APPLIED OPTOELECTRONICS, INC., 13139 JESS PIRTLE BLVD.
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3. Date of Earliest Transaction
(MM/DD/YYYY)
11/14/2016
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(Street)
SUGAR LAND, TX 77478
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_
X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security
(Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock, $.001 par value
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11/14/2016
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M
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63
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A
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$6.00
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14739
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D
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Common Stock, $.001 par value
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11/14/2016
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F
(1)
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16
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D
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$24.60
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14723
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D
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Common Stock, $.001 par value
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11/14/2016
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M
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167
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A
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$6.00
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14890
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D
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Common Stock, $.001 par value
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11/14/2016
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F
(2)
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41
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D
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$24.60
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14849
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D
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Common Stock, $.001 par value
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11/14/2016
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M
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208
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A
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$6.00
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15057
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D
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Common Stock, $.001 par value
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11/14/2016
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F
(3)
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51
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D
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$24.60
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15006
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D
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Common Stock, $.001 par value
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11/14/2016
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M
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2187
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A
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$7.50
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17193
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D
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Common Stock, $.001 par value
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11/14/2016
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F
(4)
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658
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D
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$24.60
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16535
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D
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Common Stock, $.001 par value
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11/14/2016
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M
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3037
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A
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$9.96
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19572
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D
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Common Stock, $.001 par value
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11/14/2016
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F
(5)
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1212
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D
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$24.60
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18360
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D
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Common Stock, $.001 par value
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11/14/2016
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M
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1500
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A
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$13.84
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19860
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D
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Common Stock, $.001 par value
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11/14/2016
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F
(6)
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832
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D
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$24.60
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19028
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D
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Table II - Derivative Securities Beneficially Owned (
e.g.
, puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 3)
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2. Conversion or Exercise Price of Derivative Security
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3. Trans. Date
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3A. Deemed Execution Date, if any
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4. Trans. Code
(Instr. 8)
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5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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6. Date Exercisable and Expiration Date
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7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
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8. Price of Derivative Security
(Instr. 5)
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9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)
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10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)
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11. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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(A)
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(D)
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Date Exercisable
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Expiration Date
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Title
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Amount or Number of Shares
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Incentive Stock Option (Right to Buy)
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$6.00
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11/14/2016
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M
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63
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(7)
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8/23/2020
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Common Stock, $0.001 par value
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63
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$0
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0
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D
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Incentive Stock Option (Right to Buy)
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$6.00
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11/14/2016
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M
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167
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(7)
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3/4/2021
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Common Stock, $0.001 par value
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167
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$0
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0
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D
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Incentive Stock Option (Right to Buy)
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$6.00
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11/14/2016
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M
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208
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(7)
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5/22/2022
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Common Stock, $0.001 par value
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208
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$0
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0
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D
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Incentive Stock Option (Right to Buy)
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$7.50
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11/14/2016
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M
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2187
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1/18/2014
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1/18/2023
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Common Stock, $0.001 par value
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2187
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$0
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438
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D
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Incentive Stock Option (Right to Buy)
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$9.96
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11/14/2016
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M
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3037
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9/26/2014
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9/26/2023
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Common Stock, $0.001 par value
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3037
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$0
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1013
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D
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Incentive Stock Option (Right to Buy)
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$13.84
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11/14/2016
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M
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1500
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1/28/2015
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1/28/2024
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Common Stock, $0.001 par value
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1500
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$0
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900
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D
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Explanation of Responses:
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(
1)
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Represents a "net exercise" of outstanding stock options. The reporting person received 47 shares of common stock on net exercise of option to purchase 63 shares of common stock. The Company withheld 16 shares of common stock underlying the option for payment of the exercise price and tax withholdings, using the closing stock price on November 14, 2016 of $24.60, pursuant to the terms of the 2006 Stock Incentive Plan.
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(
2)
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Represents a "net exercise" of outstanding stock options. The reporting person received 126 shares of common stock on net exercise of option to purchase 167 shares of common stock. The Company withheld 41 shares of common stock underlying the option for payment of the exercise price and tax withholdings, using the closing stock price on November 14, 2016 of $24.60, pursuant to the terms of the 2006 Stock Incentive Plan.
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(
3)
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Represents a "net exercise" of outstanding stock options. The reporting person received 157 shares of common stock on net exercise of option to purchase 208 shares of common stock. The Company withheld 51 shares of common stock underlying the option for payment of the exercise price and tax withholdings, using the closing stock price on November 14, 2016 of $24.60, pursuant to the terms of the 2006 Stock Incentive Plan.
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(
4)
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Represents a "net exercise" of outstanding stock options. The reporting person received 1,529 shares of common stock on net exercise of option to purchase 2,187 shares of common stock. The Company withheld 658 shares of common stock underlying the option for payment of the exercise price and tax withholdings, using the closing stock price on November 14, 2016 of $24.60, pursuant to the terms of the 2006 Stock Incentive Plan.
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(
5)
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Represents a "net exercise" of outstanding stock options. The reporting person received 1,825 shares of common stock on net exercise of option to purchase 3,037 shares of common stock. The Company withheld 1,212 shares of common stock underlying the option for payment of the exercise price and tax withholdings, using the closing stock price on November 14, 2016 of $24.60, pursuant to the terms of the 2013 Equity Incentive Plan.
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(
6)
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Represents a "net exercise" of outstanding stock options. The reporting person received 668 shares of common stock on net exercise of option to purchase 1,500 shares of common stock. The Company withheld 832 shares of common stock underlying the option for payment of the exercise price and tax withholdings, using the closing stock price on November 14, 2016 of $24.60, pursuant to the terms of the 2013 Equity Incentive Plan.
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(
7)
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Option fully vested.
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Reporting Owners
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Reporting Owner Name / Address
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Relationships
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Director
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10% Owner
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Officer
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Other
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Kuo David C
C/O APPLIED OPTOELECTRONICS, INC.
13139 JESS PIRTLE BLVD.
SUGAR LAND, TX 77478
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General Counsel and Secretary
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Signatures
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/s/ David C. Kuo
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11/16/2016
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**
Signature of Reporting Person
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Date
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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*
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If the form is filed by more than one reporting person,
see
Instruction 4(b)(v).
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**
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Intentional misstatements or omissions of facts constitute Federal Criminal Violations.
See
18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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Note:
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File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure.
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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.
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