Yifan Liang - 11 Mar 2024 Form 4 Insider Report for ALPHA & OMEGA SEMICONDUCTOR Ltd (AOSL)

Role
CFO and Corp Secretary
Signature
/s/ Yanbing Hong, attorney-in-fact for Yifan Liang
Issuer symbol
AOSL
Transactions as of
11 Mar 2024
Net transactions value
-$1,106,669
Form type
4
Filing time
13 Mar 2024, 18:06:52 UTC
Previous filing
05 Jan 2024
Next filing
18 Mar 2024
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction AOSL Common Shares Options Exercise $223,200 +30,000 +10% $7.44 323,296 11 Mar 2024 Direct F1, F2
transaction AOSL Common Shares Sale $707,865 -30,000 -9.3% $23.60 293,296 11 Mar 2024 Direct F1, F2, F3, F4
transaction AOSL Common Shares Options Exercise $148,800 +20,000 +6.8% $7.44 313,296 12 Mar 2024 Direct F1, F2
transaction AOSL Common Shares Sale $466,186 -20,000 -6.4% $23.31 293,296 12 Mar 2024 Direct F1, F2, F3, F5
transaction AOSL Common Shares Options Exercise $148,800 +20,000 +6.8% $7.44 313,296 13 Mar 2024 Direct F1, F2
transaction AOSL Common Shares Sale $453,418 -20,000 -6.4% $22.67 293,296 13 Mar 2024 Direct F1, F2, F3, F6

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 -30,000 -43% $0.000000 40,000 11 Mar 2024 Common Share 30,000 $7.44 Direct F7
transaction AOSL Employee Share Option (right to buy) Options Exercise $0 -20,000 -50% $0.000000 20,000 12 Mar 2024 Common Share 20,000 $7.44 Direct F7
transaction AOSL Employee Share Option (right to buy) Options Exercise $0 -20,000 -100% $0.000000* 0 13 Mar 2024 Common Share 20,000 $7.44 Direct F7
* 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 an aggregate of 47,500 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 21,455 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.
F2 Includes 10,158 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.
F3 The sales were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on May 24, 2023.
F4 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $23.4050 to $24.0100, 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 price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $23.0800 to $23.6400, 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.
F6 The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $22.3700 to $23.3100, 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.
F7 The option is fully vested and immediately exercisable for all option shares.