0001104659-15-031836.txt : 20150429 0001104659-15-031836.hdr.sgml : 20150429 20150429212558 ACCESSION NUMBER: 0001104659-15-031836 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20150427 FILED AS OF DATE: 20150429 DATE AS OF CHANGE: 20150429 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: VITESSE SEMICONDUCTOR CORP CENTRAL INDEX KEY: 0000880446 STANDARD INDUSTRIAL CLASSIFICATION: SEMICONDUCTORS & RELATED DEVICES [3674] IRS NUMBER: 770138960 STATE OF INCORPORATION: DE FISCAL YEAR END: 0930 BUSINESS ADDRESS: STREET 1: 4721 CALLE CARGA CITY: CAMARILLO STATE: CA ZIP: 93012 BUSINESS PHONE: 8053883700 MAIL ADDRESS: STREET 1: 4721 CALLE CARGA CITY: CAMARILLO STATE: CA ZIP: 93012 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: ROGAS EDWARD JR CENTRAL INDEX KEY: 0001239379 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-31614 FILM NUMBER: 15814862 MAIL ADDRESS: STREET 1: C/O VITESSE SEMICONDUCTOR CORPORATION STREET 2: 4721 CALLE CARGA CITY: CAMARILLO STATE: CA ZIP: 93012 4 1 a4.xml 4 X0306 4 2015-04-27 1 0000880446 VITESSE SEMICONDUCTOR CORP VTSS 0001239379 ROGAS EDWARD JR C/O VITESSE SEMICONDUCTOR CORPORATION 4721 CALLE CARGA CAMARILLO CA 93012 1 0 0 0 Common Stock 2015-04-27 4 U 0 102356 5.28 D 0 D Stock Option (Right to Buy) 54.80 2015-04-28 4 D 0 2000 D 2016-01-24 Common Stock 2000 0 D Stock Option (Right to Buy) 7.20 2015-04-28 4 D 0 2000 D 2019-01-01 Common Stock 2000 0 D Stock Option (Right to Buy) 5.00 2015-04-28 4 D 0 2000 D 2020-01-01 Common Stock 2000 0 D Restricted Stock Unit 2015-04-28 4 D 0 16500 5.28 D Common Stock 16500 0 D Pursuant to the Agreement and Plan of Merger, dated March 17, 2015, by and among Vitesse Semiconductor Corporation, Microsemi Corporation and LLIU100 Acquisition Corp. (the "Merger Agreement"), these stock options were cancelled in the merger. Pursuant to the Merger Agreement, these options, which provided for vesting in full on January 2, 2011, were cancelled in the merger in exchange for a cash amount equal to the number of shares underlying this option multiplied by the difference between the per share consideration of $5.28 and the per share exercise price of this option. Each restricted stock unit represents a contingent right to receive one share of Vitesse Semiconductor Corporation common stock. In connection with the Merger Agreement, the Compensation Committee of the Company's Board of Directors accelerated the vesting of these restricted stock units in full, and the restricted stock units were cancelled in the merger in exchange for a cash amount equal to the number of shares underlying the restricted stock units multiplied by the per share merger consideration of $5.28. /s/ Martin S. McDermut, Attorney-in-Fact 2015-04-29