ISSI » Topics » Security Ownership of Management

This excerpt taken from the ISSI DEF 14A filed Jan 7, 2009.

Security Ownership of Management

The following table sets forth the beneficial ownership of our common stock as of the Record Date by (i) each director of ISSI and each director nominee, (ii) our Executive Chairman of the Board of Directors, (iii) our President and Chief Executive Officer, (iv) our Vice President and Chief Financial Officer, (v) the two (2) other executive officers of ISSI who were serving as executive officers as of the end of fiscal 2008 and (vi) all current directors and executive officers as a group. Except as otherwise indicated in the footnotes to this table, and subject to applicable community property laws and joint tenancies, the persons named in this table have sole voting and investment power with respect to all shares of common stock held by such person.

The number and percentage of shares beneficially owned is determined in accordance with Rule 13d-3 of the Exchange Act, and is not necessarily indicative of beneficial ownership for any other purpose. The number and percentage of shares beneficially owned is computed on the basis of 25,366,396 shares of common stock outstanding as of the Record Date. Shares of common stock that a person has the right to acquire within sixty (60) days of the Record Date are deemed outstanding for purposes of computing the percentage ownership of the person holding such rights, but are not deemed outstanding for purposes of computing the percentage ownership of any other person, except with respect to the percentage ownership of all directors and executive officers as a group. At the Record Date, 25,366,396 shares of our common stock, $.0001 par value per share, were issued and outstanding and no shares of our preferred stock, $.0001 par value per share, were issued and outstanding.

 

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     Beneficial Ownership  

Name

   Number of Shares    Percent of Total  

Jimmy S.M. Lee (1)

   609,761    2.4 %

Scott Howarth (2)

   118,751    *  

John M. Cobb

   30,000    *  

Kong Yeu Han (3)

   285,142    1.1 %

Chang-Chaio (James) Han (4)

   150,834    *  

Paul Chien (5)

   3,125    *  

Jonathan Khazam

   10,000    *  

Keith McDonald (6)

   15,708    *  

Stephen Pletcher

   —      *  

Bruce A. Wooley (7)

   15,708    *  

John Zimmerman (8)

   3,125    *  

All directors and executive officers as a group (11 persons) (9)

   1,242,154    4.7 %

 

 *

Less than 1%

(1)

Includes 452,545 shares issuable upon exercise of options held by Mr. Lee that are exercisable within sixty (60) days of the Record Date.

(2)

Includes 118,751 shares issuable upon exercise of options held by Mr. Howarth that are exercisable within sixty (60) days of the Record Date.

(3)

Includes 173,834 shares issuable upon exercise of options held by Mr. Kong Yeu Han that are exercisable within sixty (60) days of the Record Date.

(4)

Includes 150,834 shares issuable upon exercise of options held by Mr. James Han that are exercisable within sixty (60) days of the Record Date.

(5)

Includes 3,125 shares issuable upon exercise of options held by Mr. Chien that are exercisable within sixty (60) days of the Record Date.

(6)

Includes 15,708 shares issuable upon exercise of options held by Mr. McDonald that are exercisable within sixty (60) days of the Record Date.

(7)

Includes 15,708 shares issuable upon the exercise of options held by Mr. Wooley that are exercisable within sixty (60) days of the Record Date.

(8)

Includes 3,125 shares issuable upon the exercise of options held by Mr. Zimmerman that are exercisable within sixty (60) days of the Record Date.

(9)

Includes 933,630 shares issuable upon the exercise of options that are exercisable within sixty (60) days of the Record Date. See notes 1 through 8 above.

This excerpt taken from the ISSI DEF 14A filed Jan 28, 2008.

Security Ownership of Management

The following table sets forth the beneficial ownership of our common stock as of the Record Date by (i) each director of ISSI and each director nominee, (ii) our Chief Executive Officer, (iii) our President and Chief Financial Officer, (iv) the two (2) other executive officers of ISSI who were serving as executive officers as of the end of fiscal 2007 and (v) all current directors and executive officers as a group. Except as otherwise indicated in the footnotes to this table, and subject to applicable community property laws and joint tenancies, the persons named in this table have sole voting and investment power with respect to all shares of common stock held by suck person.

The number and percentage of shares beneficially owned is determined in accordance with Rule 13d-3 of the Exchange Act, and is not necessarily indicative of beneficial ownership for any other purpose. The number and percentage of shares beneficially owned is computed on the basis of 26,568,278 shares of common stock outstanding as of the Record Date. Shares of common stock that a person has the right to acquire within sixty

 

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(60) days of the Record Date are deemed outstanding for purposes of computing the percentage ownership of the person holding such rights, but are not deemed outstanding for purposes of computing the percentage ownership of any other person, except with respect to the percentage ownership of all directors and executive officers as a group. At the Record Date, 26,568,278 shares of our common stock, $.0001 par value per share, were issued and outstanding and no shares of our preferred stock, $.0001 par value per share, were issued and outstanding.

 

     Beneficial Ownership  

Name

   Number of Shares    Percent of Total  

Jimmy S.M. Lee (1)

   557,678    2.1 %

Kong Yeu Han (2)

   145,208    *  

Chang-Chaio Han (3)

   100,833    *  

Scott Howarth (4)

   67,708    *  

Paul Chien

   —      *  

Jonathan Khazam

   —      *  

Ping K. Ko (5)

   16,458    *  

Keith McDonald (6)

   11,458    *  

Stephen Pletcher

   —      *  

Bruce A. Wooley (7)

   19,458    *  

John Zimmerman

   —      *  

All directors and executive officers as a group (11 persons) (8)

   918,801    3.4 %

 

 * Less than 1%
(1) Includes 425,462 shares issuable upon exercise of options held by Mr. Lee that are exercisable within sixty (60) days of the Record Date.
(2) Includes 145,208 shares issuable upon exercise of options held by Mr. Kong Yeu Han that are exercisable within sixty (60) days of the Record Date.
(3) Includes 100,833 shares issuable upon exercise of options held by Mr. Chang-Chaio Han that are exercisable within sixty (60) days of the Record Date.
(4) Includes 67,708 shares issuable upon exercise of options held by Mr. Howarth that are exercisable within sixty (60) days of the Record Date.
(5) Includes 16,458 shares issuable upon exercise of options held by Mr. Ko that are exercisable within sixty (60) days of the Record Date.
(6) Includes 11,458 shares issuable upon exercise of options held by Mr. McDonald that are exercisable within sixty (60) days of the Record Date.
(7) Includes 11,458 shares issuable upon the exercise of options held by Mr. Wooley that are exercisable within sixty (60) days of the Record Date.
(8) Includes 778,585 shares issuable upon the exercise of options that are exercisable within sixty (60) days of the Record Date. See notes 1 through 7 above.
This excerpt taken from the ISSI DEF 14A filed Jun 28, 2007.

Security Ownership of Management

The following table sets forth the beneficial ownership of the Company’s common stock as of the Record Date by (i) each director of the Company, (ii) the Company’s Chief Executive Officer, the three (3) most highly

 

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compensated executive officers of the Company who were serving as executive officers as of the end of fiscal 2006 and an additional officer who ceased employment during fiscal 2006 (such officers are hereinafter collectively referred to as the “Named Executive Officers”) and (iii) by all current directors and executive officers as a group.

The number and percentage of shares beneficially owned is determined in accordance with Rule 13d-3 of the Exchange Act, and is not necessarily indicative of beneficial ownership for any other purpose. The number and percentage of shares beneficially owned is computed on the basis of 37,619,888 shares of common stock outstanding as of the Record Date. Shares of common stock that a person has the right to acquire within sixty (60) days of the Record Date are deemed outstanding for purposes of computing the percentage ownership of the person holding such rights, but are not deemed outstanding for purposes of computing the percentage ownership of any other person, except with respect to the percentage ownership of all directors and executive officers as a group.

 

     Beneficial Ownership  

Name

   Number of Shares    Percent of Total  

Jimmy S.M. Lee (1)

   563,720    1.5 %

Gary L. Fischer (2)

   —      *  

Kong Yeu Han (3)

   120,417    *  

Chang-Chaio Han (4)

   76,042    *  

Scott Howarth (5)

   45,834    *  

Melvin Keating (6)

   13,767    *  

Ping K. Ko (7)

   15,000    *  

Keith McDonald (8)

   6,667    *  

Bryant Riley (9)

   4,552,499    12.1 %

Lip-Bu Tan (10)

   42,532    *  

Hide L. Tanigami (11)

   25,000    *  

Bruce A. Wooley (12)

   18,000    *  

All directors and executive officers as a group (11 persons) (13)

   5,479,478    14.3 %

  * Less than 1%
  (1) Includes 401,504 shares issuable upon exercise of options held by Mr. Lee that are exercisable within sixty (60) days of the Record Date.
  (2) Mr. Fischer served as an executive officer of the Company through November 2005 and as a Director of the Company through November 2006.
  (3) Includes 120,417 shares issuable upon exercise of options held by Mr. Kong Yeu Han that are exercisable within sixty (60) days of the Record Date.
  (4) Includes 76,042 shares issuable upon exercise of options held by Mr. Chang-ChaioHan that are exercisable within sixty (60) days of the Record Date.
  (5) Includes 45,834 shares issuable upon exercise of options held by Mr. Howarth that are exercisable within sixty (60) days of the Record Date.
  (6) Includes 9,167 shares issuable upon exercise of options held by Mr. Keating that are exercisable within sixty (60) days of the Record Date.
  (7) Includes 15,000 shares issuable upon exercise of options held by Mr. Ko that are exercisable within sixty (60) days of the Record Date.
  (8) Includes 6,667 shares issuable upon exercise of options held by Mr. McDonald that are exercisable within sixty (60) days of the Record Date.
  (9)

Includes 2,462,962 shares of Common Stock owned by Riley Investment Partners Master Fund, LP. Because Riley Investment Management LLC has sole voting and investment power over Riley Investment Partners Master Fund, LP’s security holdings and Mr. Riley, in his role as the sole manager of Riley Investment Management LLC, controls its voting and investment decisions, each of Riley Investment Partners Master Fund, LP, Riley Investment Management LLC, and Mr. Riley may be deemed to have beneficial ownership of the 2,462,962 shares owned of record by Riley Investment Partners Master Fund,

 

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LP. Also, includes 89,254 shares held in an investment advisory account managed by Riley Investment Management LLC, for which Mr. Riley may be deemed to have beneficial ownership. Also, includes 201,115 shares of Common Stock owned by B. Riley & Co., Inc. Because Mr. Riley, in his role as Chairman and sole equity owner of B. Riley & Co., Inc. controls its voting and investment decisions with respect to such shares, Mr. Riley may be deemed to have beneficial ownership of the 201,115 shares owned of record by B. Riley & Co., Inc. Also, includes 125,000 shares of Common Stock owned by B. Riley & Co. Retirement Trust. Because Mr. Riley, in his role as Trustee of the B. Riley & Co. Retirement Trust, controls its voting and investment decisions, Mr. Riley may be deemed to have beneficial ownership of the 125,000 shares owned of record by B. Riley & Co. Retirement Trust. Riley Investment Management LLC has shared voting and dispositive power over 387,845 shares of Common Stock owned by investment advisory clients of Riley Investment Management LLC. Although Mr. Riley controls Riley Investment Management LLC’s voting and investment decisions for the investment advisory clients, Mr. Riley disclaims beneficial interest in these shares. Mr. Riley also holds 1,665,001 shares of Common Stock in a joint account with his spouse and has shared voting and investment power over the shares in the joint account. Mr. Riley may be deemed to have beneficial ownership of the 1,665,001 shares owned of record in the joint account. Includes 9,167 shares issuable upon exercise of options held by Mr. Riley that are exercisable within sixty (60) days of the Record Date.

(10) Includes 32,500 shares issuable upon the exercise of options held by Mr. Tan that are exercisable within sixty (60) days of the Record Date.
(11) Includes 25,000 shares issuable upon the exercise of options held by Mr. Tanigami that are exercisable within sixty (60) days of the Record Date.
(12) Includes 10,000 shares issuable upon the exercise of options held by Mr. Wooley that are exercisable within sixty (60) days of the Record Date.
(13) Includes 751,298 shares issuable upon the exercise of options that are exercisable within sixty (60) days of the Record Date. See notes 1 through 12 above.
This excerpt taken from the ISSI 10-K filed May 30, 2007.

Security Ownership of Management

The following table sets forth the beneficial ownership of the Company’s common stock as of February 28, 2007 (i) by each director of the Company, (ii) by each of the Named Executive Officers, and (iii) by all current directors and executive officers as a group.

The number and percentage of shares beneficially owned is determined in accordance with Rule 13d-3 of the Exchange Act, and is not necessarily indicative of beneficial ownership for any other purpose. The number and percentage of shares beneficially owned is computed on the basis of 37,611,822 shares of common stock outstanding as of February 28, 2007. Shares of common stock that a person has the right to acquire within sixty (60) days of February 28, 2007 are deemed outstanding for purposes of computing the percentage ownership of the person holding such rights, but are not deemed outstanding for purposes of computing the percentage ownership of any other person, except with respect to the percentage ownership of all directors and executive officers as a group.

 

     Beneficial Ownership  

Name

   Number of
Shares
   Percent of
Total
 

Jimmy S.M. Lee(1)

   548,303    1.4 %

Kong Yeu Han(2)

   108,750    *  

Chang-Chaio Han(3)

   64,375    *  

Scott Howarth(4)

   35,417    *  

Melvin Keating(5)

   10,433    *  

Ping K. Ko(6)

   15,000    *  

Keith McDonald(7)

   3,333    *  

Bryant Riley(8)

   4,529,458    12.0 %

Lip-Bu Tan(9)

   39,500    *  

Hide L. Tanigami(10)

   25,000    *  

Bruce A. Wooley(11)

   18,000    *  

All directors and executive officers as a group (11 persons) (12)

   5,397,569    14.1 %

* Less than 1%
(1) Includes 386,087 shares issuable upon exercise of options held by Mr. Lee that are exercisable within sixty (60) days of February 28, 2007.
(2) Includes 108,750 shares issuable upon exercise of options held by Mr. Kong Yeu Han that are exercisable within sixty (60) days of February 28, 2007.
(3) Includes 64,375 shares issuable upon exercise of options held by Mr. Chang-ChaioHan that are exercisable within sixty (60) days of February 28, 2007.
(4) Includes 35,417 shares issuable upon exercise of options held by Mr. Howarth that are exercisable within sixty (60) days of February 28, 2007.
(5) Includes 5,833 shares issuable upon exercise of options held by Mr. Keating that are exercisable within sixty (60) days of February 28, 2007.
(6) Includes 15,000 shares issuable upon exercise of options held by Mr. Ko that are exercisable within sixty (60) days of February 28, 2007.
(7) Includes 3,333 shares issuable upon exercise of options held by Mr. McDonald that are exercisable within sixty (60) days of February 28, 2007.
(8)

Includes 2,532,509 shares of Common Stock owned by SACC Partners LP. Because Riley Investment Management LLC has sole voting and investment power over SACC Partners LP’s security holdings and Mr. Riley, in his role as the sole manager of Riley Investment Management LLC, controls its voting and investment decisions, each of SACC Partners LP, Riley Investment Management LLC, and Mr. Riley may be deemed to have beneficial ownership of the 2,532,509 shares owned of record by SACC Partners LP. Also, includes 201,115 shares of Common Stock owned by B. Riley & Co., Inc. Because Mr. Riley, in his role as Chairman and sole equity owner of B. Riley & Co., Inc. controls its voting and investment decisions,

 

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Table of Contents
 

Mr. Riley may be deemed to have beneficial ownership of the 201,115 shares owned of record by B. Riley & Co., Inc. Also, includes 125,000 shares of Common Stock owned by B. Riley & Co. Retirement Trust. Because Mr. Riley, in his role as Trustee of the B. Riley & Co. Retirement Trust, controls its voting and investment decisions, Mr. Riley may be deemed to have beneficial ownership of the 125,000 shares owned of record by B. Riley & Co. Retirement Trust. Riley Investment Management LLC has shared voting and dispositive power over 407,552 shares of Common Stock owned by investment advisory clients of Riley Investment Management LLC. Although Mr. Riley controls Riley Investment Management LLC’s voting and investment decisions for the investment advisory clients, Mr. Riley disclaims beneficial interest in these shares. Mr. Riley also holds 1,665,001 shares of Common Stock in a joint account with his spouse and has shared voting and investment power over the shares in the joint account. Mr. Riley may be deemed to have beneficial ownership of the 1,665,001 shares owned of record in the joint account. Includes 5,833 shares issuable upon exercise of options held by Mr. Riley that are exercisable within sixty (60) days of February 28, 2007.

(9) Includes 32,500 shares issuable upon the exercise of options held by Mr. Tan that are exercisable within sixty (60) days of February 28, 2007.
(10) Includes 25,000 shares issuable upon the exercise of options held by Mr. Tanigami that are exercisable within sixty (60) days of February 28, 2007.
(11) Includes 10,000 shares issuable upon the exercise of options held by Mr. Wooley that are exercisable within sixty (60) days of February 28, 2007.
(12) Includes 692,128 shares issuable upon the exercise of options that are exercisable within sixty (60) days of February 28, 2007. See notes 1 through 11 above.
This excerpt taken from the ISSI DEF 14A filed Dec 30, 2005.

Security Ownership of Management

 

The following table sets forth the beneficial ownership of the Company’s common stock as of the Record Date (i) by each director of the Company, (ii) by the Company’s Chief Executive Officer and the four (4) most highly compensated executive officers of the Company who were serving as executive officers as of the end of fiscal 2005 (such officers are hereinafter collectively referred to as the “Named Executive Officers”), and (iii) by all current directors and executive officers as a group.

 

The number and percentage of shares beneficially owned is determined in accordance with Rule 13d-3 of the Exchange Act, and is not necessarily indicative of beneficial ownership for any other purpose. The number and percentage of shares beneficially owned is computed on the basis of 37,254,311 shares of common stock outstanding as of the Record Date. Shares of common stock that a person has the right to acquire within sixty (60) days of the Record Date are deemed outstanding for purposes of computing the percentage ownership of the person holding such rights, but are not deemed outstanding for purposes of computing the percentage ownership of any other person, except with respect to the percentage ownership of all directors and executive officers as a group.

 

     Beneficial Ownership

 

Name


   Number of
Shares


   Percent
of Total


 

Jimmy S.M. Lee (1)

   505,220    1.3 %

Kong Yeu Han (2)

   64,583    *  

Gary L. Fischer (3)

   223,090    *  

Chang-Chaio Han (4)

   20,208    *  

Ching-Jen Hu (5)

   159,731    *  

Ping K. Ko (6)

   12,500    *  

Lip-Bu Tan (7)

   40,333    *  

Hide L. Tanigami (8)

   22,500    *  

Bruce A. Wooley (9)

   15,500    *  

All directors and executive officers as a group (9 persons) (10)

   1,063,665    2.8 %

* Less than 1%
(1) Includes 314,004 shares issuable upon exercise of options held by Mr. Lee that are exercisable within sixty (60) days of the Record Date.
(2) Includes 64,583 shares issuable upon exercise of options held by Mr. Han that are exercisable within sixty (60) days of the Record Date.
(3) Includes 211,114 shares issuable upon exercise of options held by Mr. Fischer that are exercisable within sixty (60) days of the Record Date.
(4) Includes 20,208 shares issuable upon exercise of options held by Mr. Han that are exercisable within sixty (60) days of the Record Date.
(5) Includes 158,333 shares issuable upon exercise of options held by Mr. Hu that are exercisable within sixty (60) days of the Record Date.
(6) Includes 12,500 shares issuable upon exercise of options held by Mr. Ko that are exercisable within sixty (60) days of the Record Date.
(7) Includes 33,333 shares issuable upon exercise of options held by Mr. Tan that are exercisable within sixty (60) days of the Record Date.
(8) Includes 22,500 shares issuable upon exercise of options held by Mr. Tanigami that are exercisable within sixty (60) days of the Record Date.
(9) Includes 7,500 shares issuable upon the exercise of options held by Mr. Wooley that are exercisable within sixty (60) days of the Record Date.
(10) Includes 844,075 shares issuable upon the exercise of options that are exercisable within sixty (60) days of the Record Date. See notes 1 through 9 above.

 

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