Form 4 - Statement of changes in beneficial ownership of securities

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

KIM JAMES J

(Last)

(First)

(Middle)

C/O SIANA CARR O'CONNOR & LYNAM

1500 EAST LANCASTER AVENUE

(Street)

PAOLI

19301-9713

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
AMKOR TECHNOLOGY, INC. [ AMKR ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	X	10% Owner
	Officer (give title below)	X	Other (specify below)
			Member of 10% owner group (6)

3. Date of Earliest Transaction (Month/Day/Year)
02/20/2024

4. If Amendment, Date of Original Filed (Month/Day/Year)

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. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction 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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	02/20/2024		A⁽¹⁾		16,444	A	$0	818,215	D
Common Stock	02/20/2024		F⁽²⁾		6,976	D	$29.75	811,239	D
Common Stock								7,828,682⁽³⁾⁽⁴⁾	I	By John T. Kim Family Trust U/A dtd. 12/11/12
Common Stock								164,678⁽³⁾⁽⁴⁾	I	By self as Trustee of Trust U/A dtd. 12/11/12
Common Stock								1,957,350⁽³⁾⁽⁴⁾	I	By John T. Kim G-S Trust dtd. 12/11/12
Common Stock								1,338,097⁽³⁾⁽⁴⁾	I	By self as Trustee of own GRATs
Common Stock								715,000⁽³⁾	I	By Spouse

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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 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: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Restricted Stock Units	⁽⁵⁾	02/20/2024		A		27,731		⁽⁵⁾	⁽⁵⁾	Common Stock	27,731	$0	27,731	D

Explanation of Responses:

1. This Form 4 reports the vesting on February 20, 2024, of 16,444 shares of Amkor Technology, Inc. (the "Issuer") Common Stock underlying performance-vested restricted stock units ("PSUs") granted to the Reporting Person on February 24, 2022 pursuant to the Issuer's Equity Incentive Plan, as amended, and the related award agreement. The PSUs vested based on the attainment of a basic cumulative earnings per share performance goal over a two-year performance period beginning January 1, 2022 and ending on December 31, 2023.

2. The transaction represents shares of the Issuer's Common Stock withheld by the Issuer in connection with the vesting of PSUs to satisfy the Reporting Person's tax withholding obligations. The Issuer will pay these taxes on behalf of the Reporting Person.

3. The Reporting Person disclaims beneficial ownership of these securities, except to the extent of the Reporting Person's pecuniary interest therein, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of such securities, except to the extent of the Reporting Person's pecuniary interest therein, for purposes of Section 16 of the Securities Exchange Act of 1934, as amended ("Section 16"), or for any other purpose.

4. The Reporting Person is (i) a trustee of grantor retained annuity trusts of which he was the settlor and is the sole annuitant which own 1,338,097 shares of the Issuer's Common Stock, (ii) a trustee of trusts for the benefit of his immediate family members which own 9,786,032 shares of the Issuer's Common Stock and (iii) a trustee of a trust which is a controlling member of a limited liability company being treated as a corporation for purposes of Section 16, which limited liability company holds 164,678 shares of the Issuer's Common stock. Pursuant to the Form 4 instructions, the Reporting Person is being treated as having a pecuniary interest in all of such shares.

5. Represents shares of the Issuer's common stock underlying time-vested restricted stock units granted on February 20, 2024 (the "Grant Date") pursuant to the Issuer's Equity Incentive Plan (the "RSUs"). The RSUs were awarded for no consideration other than the Reporting Person's service as an officer of the Issuer and will vest in three equal annual installments beginning on the first anniversary of the Grant Date and annually thereafter, such that 100% will be vested on the third anniversary of the Grant Date.

Remarks:

(6) The Reporting Person states that the filing of this Form 4 shall not be deemed an admission that the Reporting Person is the beneficial owner of the reported securities owned by the other members of the group, for the purpose of Section 16, or for any other purpose.

	Mark N. Rogers, Attorney-in-Fact for James J. Kim	02/22/2024
	** 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 Number.