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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES 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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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
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. | SEC 1474 (9-02) |
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 Underlying Securities (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) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Stock Options (Right to Buy) (3) | $ 2.93 | 09/08/2022 | A | 199,900 | 09/08/2022 | 05/25/2026 | Common Stock | 199,900 | (4) | 199,900 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Long Timothy C/O GIGA-TRONICS INCORPORATED 5990 GLEASON DR DUBLIN, CA 94568 |
Chief Operating Officer |
/s/ Timothy Long | 09/12/2022 | |
**Signature of Reporting Person | Date |
* | 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). |
(1) | Represents restricted stock units. Each restricted stock unit represents a contingent right to receive one share of the Issuer's common stock. The grant was exempt from Section 16(b) under the Securities Exchange Act of 1934 by virtue of Rule 16b-3 promulgated thereunder as it was approved by the board of directors of the Issuer, which was comprised of three non-employee directors in accordance with Rule 16b-3(d). |
(2) | Of the restricted stock units, 66,633 are fully vested and the remaining 33,317 restricted stock units shall vest in equal semi-annual installments with the first increment vesting on November 25, 2022 (with fractional numbers initially rounded up and then rounded down) through May 25, 2024, subject to continued service as an employee of the Company as of each applicable vesting date. Vested shares of common stock will be delivered to the Reporting Person upon the final vesting of the restricted stock units. The restricted stock units were issued under the Company's 2018 Equity Incentive Plan. |
(3) | The stock options were granted under the Company's 2018 Equity Incentive Plan and shall vest as follows: 141,605 options are fully vested and the remaining 58,295 options shall vest in monthly increments over a period of 21 months beginning on September 25, 2022 through May 25, 2024, subject to continued employment by the Company or any of its subsidiaries on each applicable vesting date. |
(4) | Not applicable. |