Mike F. Chang - Dec 14, 2023 Form 4 Insider Report for ALPHA & OMEGA SEMICONDUCTOR Ltd (AOSL)

Role
Executive Chairman, Director, 10%+ Owner
Signature
/s/ Yanbing Hong, attorney-in-fact for Mike F. Chang
Stock symbol
AOSL
Transactions as of
Dec 14, 2023
Transactions value $
-$526,800
Form type
4
Date filed
12/18/2023, 04:02 PM
Previous filing
Oct 27, 2023
Next filing
Dec 29, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction AOSL Common Shares Options Exercise $223K +30K +0.69% $7.44 4.37M Dec 14, 2023 Direct F1, F2
transaction AOSL Common Shares Sale -$750K -30K -0.69% $25.00 4.34M Dec 14, 2023 Direct F1, F2, F3, F4

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction AOSL Employee Share Option (right to buy) Options Exercise $0 -30K -33.33% $0.00 60K Dec 14, 2023 Common Share 30K $7.44 Direct F5
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Buy Plan / Sale Plan: These are also open market purchases/sales of shares, but in this case the transaction is part of a trading plan. Rule 10b5-1 allows insiders to setup a trading plan to buy/sell stocks over a certain period of time. Since the purchases/sales are predetermined, this protects the insiders from violating insider trading law.

Transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c).

Explanation of Responses:

Id Content
F1 Includes 40,635 unvested shares subject to the PSU granted on March 15, 2022 which are subject to vesting upon satisfaction of service-based vesting conditions by the Reporting Person .
F2 Includes an aggregate of 142,500 shares subject to Restricted Share Unit awards (RSU) granted on March 16, 2020, March 15, 2021, March 15, 2022, and March 15, 2023 which will be issued as such units vest in accordance with their terms, and excludes 53,320 unvested common shares subject to the PSU granted on March 15, 2023, which may become vested upon achievement of certain corporate performance goals in the future.
F3 The sales were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on May 26, 2023.
F4 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $25.00 to $25.02, inclusive. The Reporting Person undertakes to provide to Alpha and Omega Semiconductor Limited, any security holder of Alpha and Omega Semiconductor Limited, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within such range.
F5 The option is fully vested and immediately exercisable for all option shares.