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 |
|
|||||||||||||||
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)
|
2. Issuer Name and Ticker or Trading Symbol
MEMC ELECTRONIC MATERIALS INC [ WFR ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
|
||||||||||||||||||||||||
3. Date of Earliest Transaction
(Month/Day/Year) 11/05/2007 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
|
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 | ||||||
MEMC Common Stock | 11/05/2007 | M | 25,000 | A | $19.88 | 25,000 | D | |||
MEMC Common Stock | 11/05/2007 | S(1) | 25,000(2) | D | $71.295(2) | 0 | D |
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 | ||||||||
Employee Stock Option (Right to Buy) | $19.88 | 11/05/2007 | M | 25,000 | (3) | 09/18/2015 | Common Stock | 25,000 | $19.88(3) | 150,000 | D |
Explanation of Responses: |
1. The transactions reported in this Form 4 were effected pursuant to a Rule 10b5-1 Plan adopted by the reporting person on July 30, 2007. |
2. The sales were effected in multiple transactions at varying prices, on November 5, 2007, as follows: 5,000 shares at $71.33; 200 shares at $70.77; 200 shares at $70.86; 100 shares at $70.89; 300 shares at $70.94; 600 shares at $71.05; 400 shares at $71.10; 300 shares at $71.18; 100 shares at $71.17; 400 shares at $71.25; 400 shares at $71.30; 100 shares at $71.11; 300 shares at $71.24; 200 shares at $71.26; 3000 shares at $71.20; 5500 shares at $71.15; 100 shares at $71.37; 1000 shares at $71.35; 200 shares at $71.36; 1100 shares at $71.32; 200 shares at $71.29; 1200 shares at $71.41; 800 shares at $71.42; 500 shares at $71.50; 100 shares at $71.51; 100 shares at $71.53; 500 shares at $71.65; 100 shares at $71.62; 100 shares at $71.63; 100 shares at $71.64; 600 shares at $71.66; 200 shares at $71.67; 300 shares at $71.83; 100 shares at $71.77; 200 shares at $71.86; 100 shares at $71.85; 100 shares at $71.78; and 200 shares at $71.76. |
3. The option to purchase 200,000 shares of common stock was awarded on September 18, 2005 under the MEMC Electronic Materials, Inc. 2001 Equity Incentive Plan in a transaction exempt under Rule 16b-3. 100,000 options become exercisable in 25% increments on September 18, 2006, September 18, 2007, September 18, 2008, and September 18, 2009, respectively. The remaining 100,000 options become exercisable on September 18, 2009. |
Remarks: |
/s/ Bradley D. Kohn | 11/07/2007 | |
** 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. |