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). |
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
SIRENZA MICRODEVICES INC [ SMDI ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 11/13/2007 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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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) | 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) | |||
Code | V | Amount | (A) or (D) | Price | ||||||
Common Stock | 11/13/2007 | D | 8,665,723 | D | (1) | 0 | I(1) | By Trust | ||
Common Stock | 11/13/2007 | D | 102,422 | D | (2) | 0 | I(2) | By Trust | ||
Common Stock | 11/13/2007 | D | 1,535,916 | D | (3) | 0 | I(3) | By Trust | ||
Common Stock | 11/13/2007 | D | 18,180 | D | (4) | 0 | I(4) | By Custodian | ||
Common Stock | 11/13/2007 | D | 900,000 | D | (5) | 0 | I(5) | By Limited Partnership |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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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) | ||||
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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1. Name and Address of Reporting Person*
(Street)
Relationship of Reporting Person(s) to Issuer
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Explanation of Responses: |
1. Disposed of pursuant to agreement and plan of merger with RF Micro Devices, Inc. (RFMD) in exchange for (i) 15,466,582 shares of RFMD common stock having a market value of $6.30 per share on the effective date of the merger and (ii) $48,181,419.88 in cash. These securities were held by John and Susan Ocampo, Trustees, Ocampo Family Trust UA 5-31-01. The reporting persons disclaimed beneficial ownership of these securities except those in which they had a pecuniary interest. |
2. Disposed of pursuant to agreement and plan of merger between issuer and RF Micro Devices, Inc. (RFMD) in exchange for (i) 182,802 shares of RFMD common stock having a market value of $6.30 per share on the effective date of the merger and (ii) $569,466.32. These securities were held by John and Susan Ocampo, Trustees, Ocampo 2001 Charitable Trust dated 9-23-01. The reporting persons disclaimed beneficial ownership of these securities except those in which they had a pecuniary interest. |
3. Disposed of pursuant to agreement and plan of merger between issuer and RF Micro Devices, Inc. (RFMD) in exchange for (i) 2,741,302 shares of RFMD common stock having a market value of $6.30 per share on the effective date of the merger and (ii) $8,539,692.96. These securities were held in various trusts for the benefit of the reporting persons' children, under which the reporting persons were co-trustees. The reporting persons disclaimed beneficial ownership of these securities except those in which they had a pecuniary interest. |
4. Disposed of pursuant to agreement and plan of merger between issuer and RF Micro Devices, Inc. (RFMD) in exchange for (i) 32,447 in RFMD common stock having a market value of $6.30 per share on the effective date of the merger and (ii) $101,080.80. These securities were held by Susan Ocampo, as custodian for the reporting persons' children. The reporting persons disclaimed beneficial ownership of these securities except those in which they had a pecuniary interest. |
5. Disposed of pursuant to agreement and plan of merger between issuer and RF Micro Devices, Inc. (RFMD) in exchange for (i) 1,606,320 shares of RFMD common stock having a market value of $6.30 per share on the effective date of the merger and (ii) $5,004,000 in cash. These securities were held by Samat Partners, a California limited partnership. The reporting persons disclaimed beneficial ownership of these securities except those in which they had a pecuniary interest. |
/s/ Jodi L. Bochert, Attorney-in-Fact | 11/15/2007 | |
** 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. |