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*
Clark Stanley L

(Last) (First) (Middle)
C/O AMPHENOL CORPORATION
358 HALL AVENUE

(Street)
WALLINGFORD CT 06492

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
AMPHENOL CORP /DE/ [ APH ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
08/17/2012
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
Class A Common Stock 08/17/2012 M 8,000 A $19.235 24,000 D
Class A Common Stock 08/17/2012 M 8,000 A $20.96 32,000 D
Class A Common Stock 08/17/2012 M 8,000 A $26.865 40,000 D
Class A Common Stock 08/17/2012 M 10,000 A $34.55 50,000 D
Class A Common Stock 08/17/2012 M 10,000 A $45.95 60,000 D
Class A Common Stock 08/17/2012 M 10,000 A $32.01 70,000 D
Class A Common Stock 08/17/2012 M 6,667 A $42.99 76,667 D
Class A Common Stock 08/17/2012 M 3,333 A $53.48 80,000 D
Class A Common Stock 08/17/2012 S 64,000 D $62.4(1)(2)(3) 16,000 D
Restricted Stock 2,347 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
Stock Option $19.235 08/17/2012 M 8,000 01/27/2006 01/27/2015 Class A Common Stock 8,000 $0 0 D
Stock Option $20.96 08/17/2012 M 8,000 05/26/2006 05/26/2015 Class A Common Stock 8,000 $0 0 D
Stock Option $26.865 08/17/2012 M 8,000 05/25/2007 05/25/2016 Class A Common Stock 8,000 $0 0 D
Stock Option(4) $34.55 08/17/2012 M 10,000 05/24/2008(5) 05/24/2017 Class A Common Stock 10,000 $0 0 D
Stock Option $45.95 08/17/2012 M 10,000 05/22/2009(5) 05/21/2018 Class A Common Stock 10,000 $0 0 D
Stock Option $32.01 08/17/2012 M 10,000 05/21/2010 05/20/2019 Class A Common Stock 10,000 $0 0 D
Stock Option $42.99 08/17/2012 M 6,667 05/27/2011 05/27/2020 Class A Common Stock 6,667 $0 3,333 D
Stock Option $53.48 08/17/2012 M 3,333 05/26/2012 05/26/2021 Class A Common Stock 3,333 $0 6,667 D
Explanation of Responses:
1. This transaction was executed in multiple trades at prices ranging from $62.26 to $62.54.
2. The price reported above reflects the weighted average sales price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.
3. Inadvertent late filing
4. Stock Options awarded pursuant to The 2004 Stock Option Plan for Directors of Amphenol Corporation.
5. Date Exercisable: 1/3 per year commencing on first anniversary of date of grant.
Edward C. Wetmore, POA 08/22/2012
** 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.