Statement of Changes in Beneficial Ownership (4)
May 04 2021 - 7:29PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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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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1. Name and Address of Reporting Person
*
Scholhamer James P |
2. Issuer Name and Ticker or Trading Symbol
Ultra Clean Holdings, Inc.
[
UCTT
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) CEO |
(Last)
(First)
(Middle)
ULTRA CLEAN HOLDINGS, INC., 26462 CORPORATE AVE |
3. Date of Earliest Transaction
(MM/DD/YYYY)
4/30/2021 |
(Street)
HAYWARD, CA 94545
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock (1) | 4/30/2021 | | A | | 21823 | A | $0 | 494347 | D | |
Common Stock (2) | 4/30/2021 | | A | | 21338 | A | $0 | 515685 | D | |
Common Stock | 4/30/2021 | | F | | 11239 (3) | D | $51.07 | 504446 | D | |
Common Stock | 4/30/2021 | | F | | 11239 (3) | D | $51.07 | 493207 | D | |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. 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 | 7. Title and Amount of Securities Underlying Derivative Security (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) |
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Explanation of Responses: |
(1) | Restricted stock units vest over 3 years with equal parts vesting on each anniversary of the vesting commencement date of April 30, 2021. Excludes performance restricted stock units that will be determined based on performance factors following 2023 fiscal year end. |
(2) | Restricted stock units vest over 2 years with equal parts vesting on each anniversary of the vesting commencement date of April 30, 2021. |
(3) | Represents shares automatically withheld for payment of tax liability arising as a result of the partial settlement of restricted stock unit awards that vested. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Scholhamer James P ULTRA CLEAN HOLDINGS, INC. 26462 CORPORATE AVE HAYWARD, CA 94545 | X |
| CEO |
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Signatures
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/s/ Paul Y. Cho, as attorney-in-fact for James P. Scholhamer | | 5/4/2021 |
**Signature of Reporting Person | Date |
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