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).
1. Name and Address of Reporting Person*
Liaw Yih-Shyan Wally

(Last) (First) (Middle)
980 ROCK AVE.

(Street)
SAN JOSE CA 95131

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Super Micro Computer, Inc. [ SMCI ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
Secretary & V P of Intl Sales
3. Date of Earliest Transaction (Month/Day/Year)
11/06/2015
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)
Code V Amount (A) or (D) Price
Common Stock 11/06/2015 M 7,200 A $6.14 75,377 I By Spouse
Common Stock 11/06/2015 S (1) 7,200 D $30.4084 (2) 68,177 I By Spouse
Common Stock 11/06/2015 M 2,750 A $12.92 70,927 I By Spouse
Common Stock 11/06/2015 S (1) 2,750 D $30.2839 (3) 68,177 I By Spouse
Common Stock 11/06/2015 M 2,063 A $12.5 70,240 I By Spouse
Common Stock 11/06/2015 S (1) 2,063 D $30.2032 (4) 68,177 I By Spouse
Common Stock 11/06/2015 M 468 A $25.44 68,645 I By Spouse
Common Stock 11/06/2015 S (1) 468 D $30.025 (5) 68,177 I By Spouse
Common Stock 2,056,416 I By Liaw Family Trust (6)
Common Stock 8,880 I By Child A
Common Stock 8,880 I By Child B
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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option (right to buy) $6.14 11/06/2015 M 7,200 (7) 10/24/2018 Common Stock 7,200 $0 0 I By Spouse
Stock Option (right to buy) $12.92 11/06/2015 M 2,750 (7) 01/24/2021 Common Stock 2,750 $0 0 I By Spouse
Stock Option (right to buy) $12.5 11/06/2015 M 2,063 (8) 08/06/2022 Common Stock 2,063 $0 477 I By Spouse
Stock Option (right to buy) $25.44 11/06/2015 M 468 (9) 10/20/2024 Common Stock 468 $0 1,032 I By Spouse
Explanation of Responses:
1. The reported sale was effected pursuant to a Rule 10b5-1 trading plan adopted by the Spouse of the reporting person on on August 28, 2015.
2. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $29.96 to $30.79, inclusive. The reporting person undertakes to provide to Super Micro Computer, Inc., any security holder of Super Micro Computer, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote (2) to this Form 4.
3. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $29.98 to $30.78, inclusive. The reporting person undertakes to provide to Super Micro Computer, Inc., any security holder of Super Micro Computer, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote (3) to this Form 4.
4. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $29.90 to $30.77, inclusive. The reporting person undertakes to provide to Super Micro Computer, Inc., any security holder of Super Micro Computer, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote (4) to this Form 4.
5. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $29.90 to $30.11, inclusive. The reporting person undertakes to provide to Super Micro Computer, Inc., any security holder of Super Micro Computer, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote (5) to this Form 4.
6. These shares are held in a trust for the benefit of the reporting person's children. The reporting person and his spouse, Shiow-Meei S. Liaw, are the trustees of the trust.
7. The stock option is fully vested.
8. The vesting commencement date is 6/30/2012. The option is exercisable at the rate of 1/4th of the shares on the first anniversary of the vesting commencement date and 1/16th at the end of each successive calendar quarter thereafter.
9. The vesting commencement date is 10/20/2014. The option is exercisable at the rate of 1/4th of the shares on the first anniversary of the vesting commencement date and 1/16th at the end of each successive calendar quarter thereafter.
Remarks:
/s/Howard Hideshima, Attorney-In-Fact 04/10/2014
** 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).
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