VICOR CORP — Director's Dealing 2014

Oct 27, 2014

SEC Form 4/A — Form 4/A

Issuer: VICOR CORP (vicr)
CIK: 0000751978
Period of Report: 2013-06-17

Reporting Person: KELLEHER BARRY (Director, President, Brick Business Unit)

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2013-06-17	Non Qualified Stock Option	$11.8	D	20000	Disposed	2020-03-12	Common Stock (20000)	Direct
2013-06-17	Non Qualified Stock Option	$11.7	D	4274	Disposed	2013-06-24	Common Stock (4274)	Direct
2013-06-17	Non Qualified Stock Option	$15.64	D	3197	Disposed	2014-06-23	Common Stock (3197)	Direct
2013-06-17	Non Qualified Stock Option	$6.08	D	8224	Disposed	2015-06-21	Common Stock (8224)	Direct
2013-06-17	Non Qualified Stock Option	$13.73	D	100000	Disposed	2020-08-27	Common Stock (100000)	Direct
2013-06-17	Non Qualified Stock Option	$6.29	A	20000	Acquired	2023-06-17	Common Stock (20000)	Direct
2013-06-17	Non Qualified Stock Option	$6.29	A	4274	Acquired	2023-06-17	Common Stock (4274)	Direct
2013-06-17	Non Qualified Stock Option	$6.29	A	3197	Acquired	2023-06-17	Common Stock (3197)	Direct
2013-06-17	Non Qualified Stock Option	$6.29	A	8224	Acquired	2023-06-17	Common Stock (8224)	Direct
2013-06-17	Non Qualified Stock Option	$6.29	A	20000	Acquired	2023-06-17	Common Stock (20000)	Direct
2013-06-17	Non Qualified Stock Option	$7.34	A	17541	Acquired	2023-06-17	Common Stock (17541)	Direct
2013-06-17	Non Qualified Stock Option	$8.38	A	0	Acquired		Common Stock (0)	Direct
2013-06-17	Non Qualified Stock Option	$9.43	A	0	Acquired		Common Stock (0)	Direct
2013-06-17	Non Qualified Stock Option	$10.48	A	0	Acquired		Common Stock (0)	Direct

Footnotes

F1: Granted 3/1/2010 under the Company's Amended and Restated 2000 Stock Option and Incentive Plan (the "Plan"), vesting over a five year period.

F2: Granted 6/24/2010 under the Plan, vesting over a two year period.

F3: Granted 6/23/2011 under the Plan, vesting over a two year period.

F4: Granted 6/21/2012 under the Plan, vesting over a two year period.

F5: Granted 8/27/2010 under the Plan, vesting when certain defined performance milestones for the Company's Brick Business Unit are achieved.

F6: The replacement options vest over a five year period in equal installments.

F7: Pursuant to the Exchange Offer, Replacement Options granted on 6/17/2013 in exchange for certain options with vesting tied to the performance of the Brick Business Unit were awarded with five escalating exercise prices, as shown above in Table II, each with a separate vesting schedule: those with an exercise price of $6.29 fully vest on the first anniversary of grant, those with an exercise price of $7.34 fully vest on the second anniversary, those with an exercise price of $8.38 fully vest on the third anniversary, those with an exercise price of $9.43 fully vest on the fourth anniversary, and those with an exercise price of $10.48 fully vest on the fifth anniversary.

F8: The reporting person is filing this amendment to report the correct amount of options acquired on June 17, 2013. The Form 4/A filed on October 20, 2014, amended the original Form 4 of June 19, 2013, which reflected the acquisition, pursuant to Exchange Offer and in accord with the Plan, of options to purchase 20,000 shares at a price of $7.34, 20,000 shares at a price of $8.38, 20,000 shares at a price of $9.43, and 20,000 shares at a price of $10.48. As disclosed on the Form 4/A filed on October 20, 2014 the Company determined, subsequent to the grants associated with the Exchange Offer, an aggregate amount of options to purchase 69,514 shares was not validly granted during 2013 pursuant to the Plan, because the amount exceeded the Plan's limit on the number of options that may be granted to any individual within any calendar year. Accordingly, the attempted grant of these excess options was ineffective, and the options were never granted to the reporting person.

F9: The Form 4/A filed on October 20, 2014 amended the original Form 4 of June 25, 2013, indicating that options to purchase 695 shares at a strike price of $7.34 were not validly granted. However, the Company subsequently determined options to purchase 2,459 shares at a price of $7.34 were not validly granted. As such, the revised 17,541 figure shown above in Table II reflects the correct amount of options validly granted under the provisions of the Plan

F10: The Form 4/A filed on October 20, 2014 amended the original Form 4 of June 25, 2013, indicating that the originally reported grant of 20,000 options to purchase shares at a strike price of $8.38 was not validly granted under the provisions of the Plan.

F11: The Form 4/A filed on October 20, 2014 amended the original Form 4 of June 25, 2013, indicating that the originally reported grant of 20,000 options to purchase shares at a strike price of $9.43 was not validly granted under the provisions of the Plan

F12: The Form 4/A filed on October 20, 2014 amended the original Form 4 of June 25, 2013, indicating that the originally reported grant of 20,000 options to purchase shares at a strike price of $10.48 was not validly granted under the provisions of the Plan.