FORM 4
[ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
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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
                      

1. Name and Address of Reporting Person *

OWENS JEFFREY J
2. Issuer Name and Ticker or Trading Symbol

CYPRESS SEMICONDUCTOR CORP /DE/ [ CY ]
5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

__ X __ Director                      _____ 10% Owner
_____ Officer (give title below)      _____ Other (specify below)
(Last)          (First)          (Middle)

198 CHAMPION COURT
3. Date of Earliest Transaction (MM/DD/YYYY)

9/25/2017
(Street)

SAN JOSE, CA 95134
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
6. Individual or Joint/Group Filing (Check Applicable Line)

_ X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. 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 7. Title and Amount of Securities Underlying Derivative Security
(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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Restricted Stock Units     (1) 9/25/2017   (2)   A      14114         (3)   (3) Common Stock   14114   $0.00   14114   D    
Restricted Stock Units     (1) 9/25/2017   (4)   A      9409   (5)        (6)   (6) Common Stock   9409   $0.00   9409   D    

Explanation of Responses:
(1)  Restricted stock units convert into common stock on a one-for-one basis upon vesting.
(2)  Acquired upon the appointment of the Reporting Person to the Issuer's board of directors on September 25, 2017 (the "Initial Equity Grant").
(3)  This Initial Equity Grant to the non-employee members of the Issuer's board of directors represents a contingent right to receive Issuer common stock on a one-for-one basis upon vesting and will vest in three equal annual installments beginning on September 25, 2018.
(4)  Acquired upon the appointment of the Reporting Person to the Issuer's board of directors on September 25, 2017 (the "Annual Equity Grant").
(5)  This Annual Equity Grant to the Reporting Person was pro-rated to a grant date value of approximately $133,333 (from $200,000) to reflect his September 25, 2017 initial appointment to the Issuer's board of directors.
(6)  This Annual Equity Grant to the non-employee members of the Issuer's board of directors represents a contingent right to receive Issuer common stock on a one-for-one basis upon vesting and is fully vested on the day before the Issuer's next annual meeting of stockholders.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
OWENS JEFFREY J
198 CHAMPION COURT
SAN JOSE, CA 95134
X



Signatures
/s/ Pamela Tondreau, attorney-in-fact 9/27/2017
** Signature of Reporting Person Date


Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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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