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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES 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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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
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 control number. | SEC 1474 (9-02) |
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 Underlying Securities (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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Performance-Based Restricted Stock Units | (1) | 05/11/2021 | M | 80,000 | (1) | 09/06/2029 | Common Stock | 80,000.00 | $ 0 | 0 | D | ||||
Performance-Based Restricted Stock Units | (2) | 05/11/2021 | M | 37,500 | (2) | 07/01/2025 | Common Stock | 37,500.00 | $ 0 | 0 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
DODSON J MICHAEL C/O QUANTUM CORPORATION 224 AIRPORT PARKWAY, SUITE 550 SAN JOSE, CA 95110 |
Senior Vice President, CFO |
/s/ Josie Buensuceso, Attorney-in-Fact for J. Michael Dodson | 05/19/2021 | |
**Signature of Reporting Person | Date |
* | 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). |
(1) | Performance-Based Restricted Stock Units were previously reported on September 10, 2019, which vest in three equal components upon the later of achievement of specified levels of the average closing prices of a share of QMCO common stock during any hundred (100) calendar day period, and upon specified service dates, whichever is later. The third achievement date occurred on May 11, 2021, as certified by the leadership and compensation committee of QMCO, resulting in 80,000 units meeting the appropriate performance-based conditions. However, these shares remain subject to time-based vesting conditions and will therefore vest on September 5, 2022, subject to continued employment. These shares are reflected on Table I, and no units remain that are subject to these performance-based and time-based vesting conditions. |
(2) | Performance-Based Restricted Stock Units were previously reported on July 2, 2020, which vest in two equal components upon the later of achievement of specified levels of the average closing prices of a share of QMCO common stock during any hundred (100) calendar day period, and upon specified service dates, whichever is later. The second achievement date occurred on May 11, 2021, as certified by the leadership and compensation committee of QMCO, resulting in 37,500 units meeting the appropriate performance-based conditions. However, these shares remain subject to time-based vesting conditions and will therefore vest on July 1, 2023, subject to continued employment. These shares are reflected on Table I, and no units remain that are subject to these performance-based and time-based vesting conditions. |
(3) | Grant of Performance-Based Restricted Stock Units ("PSUs"), each of which represents a contingent right to receive one share of common stock of QMCO, acquired with vesting subject to the achievement of specified performance-based conditions, occurred on May 11, 2021 as certified by the leadership and compensation committee of QMCO, resulting in 75,000 units for the Free Cash Flow results based on the Company's performance as of March 31, 2021 (end of the QMCO's Fiscal 2021 Year). 100% of PSUs are earned as 100% of the free cash flow target performance goal is achieved. However, these shares remain subject to time-based vesting conditions and will therefore vest in equal installments with 1/3rd July 1, 2021, 1/3rd July 1, 2022 and 1/3rd July 1, 2023, subject to continued employment. |