Verigy Ltd. - Statement of Changes in Beneficial Ownership (4)
December 05 2007 - 6:46PM
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
*
Siegel Kenneth M
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2. Issuer Name
and
Ticker or Trading Symbol
Verigy Ltd.
[
VRGY
]
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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)
Vice Pres. and General Counsel
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(Last)
(First)
(Middle)
10100 N. TANTAU AVENUE
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3. Date of Earliest Transaction
(MM/DD/YYYY)
12/3/2007
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(Street)
CUPERTINO, CA 95014
(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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Ordinary Shares
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12/3/2007
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A
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8600.
(1)
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A
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$0
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24553.
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D
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Ordinary Shares
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12/5/2007
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S
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333.
(2)
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D
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$26.65
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24220.
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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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Employee Stock Option (Right to Buy)
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$26.43
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12/3/2007
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A
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5375.
(3)
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3/13/2008
(4)
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12/2/2014
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Ordinary Shares
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5375.
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$0
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5375.
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D
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Explanation of Responses:
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(
1)
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Grant of Restricted Stock Units ("RSUs") pursuant to the Verigy Ltd. 2006 Equity Incentive Plan. The RSUs vest quarterly over a period 16 quarters with the 1st vesting date 3/13/2008.
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(
2)
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Shares were acquired under the Verigy Employee Shares Purchase Plan as of November 30, 2007 and sold pursuant to a 10b5-1 trading plan.
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(
3)
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This is the 1st tranche of an option award that is divided into four grants, each comprised of 25% of the total number of shares subject to the award. The first tranche vests in 16 equal quarterly installments with the 1st installment 3-13-08; the 2nd tranche will be granted as of the 3rd business day following Verigy's announcment of its financial results for the quarter ending 1-31-08, and will vest in 15 equal quarterly installments with the first installment 6-13-08; the third tranche wil be granted as of the 3rd business day following Verigy's announcment of its financial results for the quarter ending 4-30-08, and will vest in 14 equal quarterly installments with the first installment 9-13-08; and the 4th tranche will be granted as of the third business day following Verigy's announcement of its financial results for the quarter ending 7-31-08, and will vest in 13 equal quarterly installments with the first installment 12-13-08.
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(
4)
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The option becomes exercisable in 16 quarterly installments, with the first installment on 3/13/2008.
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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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Siegel Kenneth M
10100 N. TANTAU AVENUE
CUPERTINO, CA 95014
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Vice Pres. and General Counsel
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Signatures
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Kenneth M. Siegel by Paul R. Moore, Attorney-In-Fact
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12/5/2007
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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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