- Statement of Changes in Beneficial Ownership (4)
February 07 2011 - 5:47PM
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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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(f) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
Rhode Jason P
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2. Issuer Name
and
Ticker or Trading Symbol
CIRRUS LOGIC INC
[
CRUS
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__
X
__ Director
_____ 10% Owner
__
X
__ Officer (give title below)
_____ Other (specify below)
President & CEO
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(Last)
(First)
(Middle)
2901 VIA FORTUNA
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3. Date of Earliest Transaction
(MM/DD/YYYY)
2/4/2011
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(Street)
AUSTIN, TX 78746
(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
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2/4/2011
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M
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27604
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A
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$5.25
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34916
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D
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Common Stock
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2/4/2011
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S
(1)
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27604
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D
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$24.8226
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7312
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D
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Common Stock
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2/4/2011
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M
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60000
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A
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$5.55
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67312
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D
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Common Stock
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2/4/2011
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S
(1)
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60000
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D
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$24.8226
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7312
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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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Non-Qualified Stock Option (right to buy)
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$5.25
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2/4/2011
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M
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27604
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(2)
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10/1/2018
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Common Stock
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27604
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$0
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91371
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D
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Non-Qualified Stock Option (right to buy)
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$5.55
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2/4/2011
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M
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60000
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(3)
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10/7/2019
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Common Stock
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60000
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$0
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296982
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D
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Explanation of Responses:
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(
1)
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The sales price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $24.77 to $24.94. The reporting person will provide full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote to any security holder of Cirrus Logic, Inc. or the staff of the Securities and Exchange Commission, upon request.
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(
2)
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This non-qualified employee stock option grant and its companion incentive employee stock option grant, together totaling 265,000 options, were granted to the reporting person on 10/1/2008. The options are exercisable according to the following 4-year schedule: on 10/1/2009, 25% of the shares vested and became exercisable. The remaining 75% of the shares began vesting in 36 equal monthly installments on 11/1/2009. The options will be fully vested and exercisable on 10/1/2012.
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(
3)
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This non-qualified employee stock option grant and its companion incentive employee stock option grant, together totaling 375,000 options, were granted to the reporting person on 10/7/2009. The options are exercisable according to the following 4-year schedule: on 10/7/2010, 25% of the shares vested and became exercisable. The remaining 75% of the shares began vesting in 36 equal monthly installments on 11/7/2010. The option will be fully vested and exercisable on 10/7/2013.
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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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Rhode Jason P
2901 VIA FORTUNA
AUSTIN, TX 78746
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X
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President & CEO
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Signatures
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Jason P. Rhode
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2/7/2011
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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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