-----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, FpyRt/KpNVnf4mcrrHn0B9ZqFDwLfKjymP3lnHq/GkJus5p/dziAFtlO3xitlymG D/3pZLbPskUo/DWcb5FAzg== 0001181431-08-037027.txt : 20080605 0001181431-08-037027.hdr.sgml : 20080605 20080605144802 ACCESSION NUMBER: 0001181431-08-037027 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20080602 FILED AS OF DATE: 20080605 DATE AS OF CHANGE: 20080605 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: SIRF TECHNOLOGY HOLDINGS INC CENTRAL INDEX KEY: 0001163943 STANDARD INDUSTRIAL CLASSIFICATION: SEMICONDUCTORS & RELATED DEVICES [3674] IRS NUMBER: 000000000 BUSINESS ADDRESS: STREET 1: 217 DEVCON DRIVE CITY: SAN JOSE STATE: CA ZIP: 95112 BUSINESS PHONE: 408-467-0410 MAIL ADDRESS: STREET 1: 217 DEVCON DRIVE CITY: SAN JOSE STATE: CA ZIP: 95112 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: BANATAO DIOSDADO P CENTRAL INDEX KEY: 0001134607 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-50669 FILM NUMBER: 08882776 BUSINESS ADDRESS: BUSINESS PHONE: 4082222500 MAIL ADDRESS: STREET 1: C/O TALLWOOD VENTURE CAPITAL STREET 2: 635 WAVERLY STREET CITY: PALO ALTO STATE: CA ZIP: 94301 4 1 rrd209892.xml FORM 4 X0202 4 2008-06-02 0 0001163943 SIRF TECHNOLOGY HOLDINGS INC SIRF 0001134607 BANATAO DIOSDADO P 217 DEVCON DRIVE SAN JOSE CA 95112 1 1 0 0 Interim President and CEO Common Stock-Tallwood Investment Trust IV 2008-06-02 4 X 1 140000 D 0 I By Trust Common Stock-Tallwood Investment Trust IV 2008-06-02 4 J 1 140000 A 140000 I By Trust Common Stock-Banatao Living Trust DTD 7/21/99 450000 I By Trust Common Stock-Tallwood Equities, LLC 900000 I By Corporation Common Stock-Banatao Heritage Trust U/A DTD 5/7/01 54000 I By Trust Common Stock-Tallwood Partners LLC 1086816 I By Corporation Put Option (right to sell) 2008-06-02 4 X 1 140000 0 D 2008-06-02 Common Stock - Tallwood Investment Trust IV 140000 0 I By Tallwood Investment Trust IV Non-Qualified Stock Option (right to buy) 13.07 2005-06-30 2014-06-30 Common Stock 15625 15625 D Non-Qualified Stock Option (right to buy) 13.60 2006-05-18 2015-05-18 Common Stock 10563 10563 D Non-Qualified Stock Option (right to buy) 24.35 2007-05-03 2017-05-03 Common Stock 18000 18000 D Non-Qualified Stock Option (right to buy) 36.22 2007-05-04 2016-05-04 Common Stock 18000 18000 D Put Option (right to sell) 2008-12-15 Common Stock - Banatao Living Trust DTD 7/21/99 450000 450000 I By Trust This Form 4 relates to the settlement of a pre-paid forward contract (Right to Sell) held by Tallwood Investment Trust IV entered into on 5/31/06. On 6/2/08, the settlement date of the pre-paid forward contract, the price per share of the Issuer's common stock was less than the Floor Price of $29.7526 per share. Tallwood Investment Trust IV elected for a cash settlement of $781,711.10 in accordance with the terms of the pre-paid forward contract and, as a result, will retain the shares subject to the pre-paid forward contract. While the pre-paid forward contract anticipated the potential sale of 140,000 shares of common stock, Tallwood Investment Trust IV ultimately only sold 108,455 shares of common stock at a price of $29.7526, of which it received 75% of the proceeds of the sale. Of such 50,000 shares, vests as to 12,500 shares on 6/30/05 and monthly thereafter 6/30/05 to 6/30/08. Option becomes exercisable as it vests. Of such 19,500 shares, vests as to 4,875 shares on 5/18/06 and monthly thereafter from 5/18/06 to 5/18/09. Option becomes exercisable as it vests. Option vests 100% on 5/3/2008. Option becomes exercisable once vested. Option vests 100% on 5/4/2007. Option becomes exercisable once vested. The Reporting Person reports indirect ownership of a pre-paid forward contract (Right to Sell) held by Banatao Living Trust DTD 7/21/99 entered into on 8/31/07 with a settlement date on December 15, 2008. The contract provides that the Trust deliver a certain number of shares at the end of the contract depending on the Issuer's common stock price on each such date. In lieu of delivery shares, the Trust may elect a cash settlement. Exact pricing terms are determined in accordance with the contract. The Reporting Person disclaims beneficial ownership of the shares held by the Trust except to the extent of his pecuniary interest. /s/ Philip Lau for Diosdado Banatao 2008-06-04 -----END PRIVACY-ENHANCED MESSAGE-----