-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, UlrcE0zo5qZFh3kuRzV/9yqTEyc1aIYkJrbu6mtHVxUfocv4dp2PVRql4WC+xGCm KbIT4igNXD0PFL7s1u13yw== 0001209191-08-048512.txt : 20080820 0001209191-08-048512.hdr.sgml : 20080820 20080820215757 ACCESSION NUMBER: 0001209191-08-048512 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20080818 FILED AS OF DATE: 20080820 DATE AS OF CHANGE: 20080820 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: PDF SOLUTIONS INC CENTRAL INDEX KEY: 0001120914 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROGRAMMING SERVICES [7371] IRS NUMBER: 251701361 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 333 WEST SAN CARLOS STREET STREET 2: SUITE 700 CITY: SAN JOSE STATE: CA ZIP: 95110 BUSINESS PHONE: 4082807900 MAIL ADDRESS: STREET 1: 333 WEST SAN JOSE STREET STREET 2: SUITE 700 CITY: SAN JOSE STATE: CA ZIP: 95110 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: HARTGRING CORNELIS CENTRAL INDEX KEY: 0001233112 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-31311 FILM NUMBER: 081031144 BUSINESS ADDRESS: STREET 1: 333 WEST SAN CARLOS STREET CITY: SAN JOSE STATE: CA ZIP: 95110 BUSINESS PHONE: 4082807900 MAIL ADDRESS: STREET 1: 333 WEST SAN CARLOS STREET STREET 2: SUITE 700 CITY: SAN JOSE STATE: CA ZIP: 95110 4 1 doc4.xml FORM 4 SUBMISSION X0303 4 2008-08-18 0 0001120914 PDF SOLUTIONS INC PDFS 0001233112 HARTGRING CORNELIS 333 WEST SAN CARLOS STREET SUITE 700 SAN JOSE CA 95110 0 1 0 0 VP/GM, Client Services & Sales Common Stock 8418 D 2001 Stock Plan Option (Right to Buy) 14.58 2008-08-18 4 D 0 35000 0.00 D 2015-10-26 Common Stock 35000 0 D 2001 Stock Plan Option (right to buy) 14.04 2008-08-18 4 D 0 50000 0.00 D 2016-10-31 Common Stock 50000 0 D Restricted Stock Right 2008-08-18 4 A 0 8334 A Common Stock 8334 8334 D Restricted Stock Right 2008-08-18 4 A 0 11905 A Common Stock 11905 11905 D Includes 1,018 shares of Common Stock that were purchased under the PDF Solutions, Inc. Employee Stock Purchase Plan as follows: 1,018 shares purchased on December 31, 2007 and 2,774 shares purchased on July 31, 2008. The cancelled option provided for vesting as follows: 12/48ths of the total shares subject to the option vested on October 31, 2007 and 1/48th of the total shares vested on the 31st day of each month thereafter, subject to the reporting person's continued service with PDF Solutions, Inc., or an affiliate thereof through each vesting date and subject to accelerated vesting in certain circumstances. Pursuant to PDF Solutions, Inc.'s offer to exchange described in Schedule TO-1 filed on June 10, 2008, as amended (the "Exchange Offer") on August 18, 2008, PDF Solutions, Inc. cancelled an option granted to the reporting person on October 27, 2005. In exchange for the option, the reporting person received 8,334 restricted stock rights. Pursuant to the Exchange Offer, on August 18, 2008, PDF Solutions, Inc. cancelled an option granted to the reporting person on October 31, 2006. In exchange for the option, the reporting person received 11,905 restricted stock rights. Each restricted stock right ("RSR") represents a bookkeeping entry equal in value to one (1) share of common stock of PDF Solutions, Inc. 16.7% of the total number of rights will vest on May 15, 2009 and 16.66% will vest every six (6) months thereafter, subject to the reporting person's continued service with PDF Solutions, Inc., or an eligible affiliate thereof, through each vesting date and subject to accelerated vesting in certain circumstances. The RSR will be automatically settled in shares upon vesting of the RSR. 12.5% of the total number of rights will vest on May 15, 2009 and 12.5% will vest every six (6) months thereafter, subject to the reporting person's continued service with PDF Solutions, Inc., or an eligible affiliate thereof, through each vesting date and subject to accelerated vesting in certain circumstances. The RSR will be automatically settled in shares upon vesting of the RSR. /s/ P. Steven Melman, Attorney-in-Fact for Cornelis Hartgring 2008-08-20 -----END PRIVACY-ENHANCED MESSAGE-----