0000929638-25-001515.txt : 20250407 0000929638-25-001515.hdr.sgml : 20250407 20250407171635 ACCESSION NUMBER: 0000929638-25-001515 CONFORMED SUBMISSION TYPE: 4/A PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20240326 FILED AS OF DATE: 20250407 DATE AS OF CHANGE: 20250407 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Kim Jeemee CENTRAL INDEX KEY: 0002007834 ORGANIZATION NAME: FILING VALUES: FORM TYPE: 4/A SEC ACT: 1934 Act SEC FILE NUMBER: 001-41013 FILM NUMBER: 25819025 MAIL ADDRESS: STREET 1: C/O GCT SEMICONDUCTOR, INC. STREET 2: 2290 NORTH 1ST STREET, SUITE 201 CITY: SAN JOSE STATE: CA ZIP: 95131 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: GCT Semiconductor Holding, Inc. CENTRAL INDEX KEY: 0001851961 STANDARD INDUSTRIAL CLASSIFICATION: SEMICONDUCTORS & RELATED DEVICES [3674] ORGANIZATION NAME: 04 Manufacturing EIN: 862171699 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 2290 NORTH 1ST STREET STREET 2: SUITE 201 CITY: SAN JOSE STATE: CA ZIP: 95131 BUSINESS PHONE: 408-434-6040 MAIL ADDRESS: STREET 1: 2290 NORTH 1ST STREET STREET 2: SUITE 201 CITY: SAN JOSE STATE: CA ZIP: 95131 FORMER COMPANY: FORMER CONFORMED NAME: Concord Acquisition Corp III DATE OF NAME CHANGE: 20210318 4/A 1 form4.xml X0508 4/A 2024-03-26 2024-03-26 0001851961 GCT Semiconductor Holding, Inc. GCTS 0002007834 Kim Jeemee C/O GCT SEMICONDUCTOR HOLDING, INC. 2290 NORTH 1ST STREET, SUITE 201 SAN JOSE CA 95131 true VP of Engineering & CTO false Common Stock, par value $0.0001 per share 2024-03-26 4 A 0 215286 0 A 215286 D Common Stock, par value $0.0001 per share 2024-03-26 4 A 0 12415 0 A 227701 D Stock Option (Right to Buy) 0.11 2024-03-26 4 A 0 3731 0 A 2029-04-19 Common Stock 3731 3731 D Stock Option (Right to Buy) 0.11 2024-03-26 4 A 0 59952 0 A 2030-06-08 Common Stock 59952 59952 D Stock Option (Right to Buy) 0.11 2024-03-26 4 A 0 18676 0 A 2031-11-04 Common Stock 18676 18676 D Pursuant to the Business Combination Agreement, dated as of November 2, 2023 (the "Business Combination Agreement"), by and among Con-cord Acquisition Corp III, Gibraltar Merger Sub Inc., and GCT Semiconductor, Inc. ("GCT"), at the Effective Time (as defined in the Business Combination Agreement), each share of GCT common stock was automatically converted for the right to receive common stock of the Issuer in the manner set forth in the Business Combination Agreement. Represents the Issuer's common stock subject to restricted stock units (RSUs). Pursuant to the Business Combination Agreement, at the Effective Time (as defined in the Business Combination Agreement), each award of restricted stock units relating to a share of GCT common stock granted under GCT's existing equity plans was automatically converted into an award of restricted stock units covering the number of shares of the common stock of the Issuer in the manner set forth in the Business Combination Agreement. The shares subject to RSUs reported herein will vest in equal annual installments over a four (4) year period measured from December 11, 2023. Pursuant to the Business Combination Agreement, at the Effective Time, each outstanding option to purchase shares of GCT common stock was assumed and converted into an option to purchase shares of common stock of the Issuer with the same terms and conditions as were applicable to such option immediately prior to the Effective Time, subject to the applicable exchange ratio. The option vests with respect to (i) twenty-five percent (25%) of the shares upon completion of one (1) year of service measured from January 1, 2019 and (ii) the balance of the shares subject to the option in a series of thirty-six (36) successive equal monthly installments upon completion of each additional month of service over the thirty-six (36) month period measured from January 1, 2020. The option vests with respect to (i) twenty-five percent (25%) of the shares upon completion of one (1) year of service measured from January 1, 2020 and (ii) the balance of the shares subject to the option in a series of thirty-six (36) successive equal monthly installments upon completion of each additional month of service over the thirty-six (36) month period measured from January 1, 2021. The option vests with respect to (i) twenty-five percent (25%) of the shares upon completion of one (1) year of service measured from January 1, 2021 and (ii) the balance of the shares subject to the option in a series of thirty-six (36) successive equal monthly installments upon completion of each additional month of service over the thirty-six (36) month period measured from January 1, 2022. This amendment is being filed by the Reporting Person to amend the Form 4 filed on March 26, 2024 to correct the reported amount of GCT common stock that was automatically converted for the right to receive common stock of the Issuer in the manner set forth in the Business Combi-nation Agreement. This amendment is being filed by the Reporting Person to amend the Form 4 filed on March 26, 2024 to correct the reported expiration date of stock options following the transactions previously reported on March 26, 2024. /s/ Edmond Cheng, attorney-in-fact 2025-04-07