Member of 10% owner group (11) Kim James J converted options into 11,898 shares and covered exercise/tax liability with 5,057 shares, increasing direct ownership by 5% to 149,628 units (SEC Form 4)
$AMKR
Semiconductors
Technology
| FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP 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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| Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). | |||||||||||||||||
| Check this box to indicate that a 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). See Instruction 10. | |||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
AMKOR TECHNOLOGY, INC. [ AMKR ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 10/31/2024 | ||||||||||||||||||||||||||
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4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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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) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
| Code | V | Amount | (A) or (D) | Price | ||||||
| Common Stock | 10/31/2024 | M | 1,962 | A | $0 | 144,749 | D | |||
| Common Stock | 10/31/2024 | F(1) | 834 | D | $25.45 | 143,915 | D | |||
| Common Stock | 10/31/2024 | M | 1,840 | A | $0 | 145,755 | D | |||
| Common Stock | 10/31/2024 | F(2) | 782 | D | $25.45 | 144,973 | D | |||
| Common Stock | 10/31/2024 | M | 1,639 | A | $0 | 146,612 | D | |||
| Common Stock | 10/31/2024 | F(3) | 697 | D | $25.45 | 145,915 | D | |||
| Common Stock | 10/31/2024 | M | 6,457 | A | $0 | 152,372 | D | |||
| Common Stock | 10/31/2024 | F(4) | 2,744 | D | $25.45 | 149,628 | D | |||
| Common Stock | 95,000(5) | I | By Spouse | |||||||
| Common Stock | 1,338,097(5)(6) | I | By self as Trustee of own GRATs | |||||||
| Common Stock | 7,828,682(5)(6) | I | By John T. Kim Family Trust U/A dtd. 12/11/12 | |||||||
| Common Stock | 1,957,350(5)(6) | I | By John T. Kim G-S Trust dtd. 12/11/12 | |||||||
| Common Stock | 164,678(5)(6) | I | By self as Trustee of Trust U/A dtd. 12/11/12 | |||||||
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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| 1. Title of Derivative Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction 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 (Month/Day/Year) | 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: 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 | ||||||||
| Restricted Stock Units | $0(7) | 10/31/2024 | M | 1,962 | (7) | (7) | Common Stock | 1,962 | $0 | 0 | D | ||||
| Restricted Stock Units | $0(8) | 10/31/2024 | M | 1,840 | (8) | (8) | Common Stock | 1,840 | $0 | 0 | D | ||||
| Restricted Stock Units | $0(9) | 10/31/2024 | M | 1,639 | (9) | (9) | Common Stock | 1,639 | $0 | 0 | D | ||||
| Restricted Stock Units | $0(10) | 10/31/2024 | M | 6,457 | (10) | (10) | Common Stock | 6,457 | $0 | 0 | D | ||||
| Explanation of Responses: |
| 1. The transaction represents shares withheld by Amkor Technology, Inc. (the "Issuer") in connection with the vesting of certain restricted stock units ("RSUs") granted to the Reporting Person on February 11, 2021 (the "2021 Grant Date") pursuant to the Issuer's 2007 Equity Incentive Plan, as amended, and the related award agreement. These shares were withheld to satisfy the Reporting Person's tax withholding obligations. The Issuer will pay these taxes on behalf of the Reporting Person. |
| 2. The transaction represents shares withheld by the Issuer in connection with the vesting of certain RSUs granted to the Reporting Person on February 24, 2022 (the "2022 Grant Date") pursuant to the Issuer's 2021 Equity Incentive Plan, as amended, and the related award agreement. These shares were withheld to satisfy the Reporting Person's tax withholding obligations. The Issuer will pay these taxes on behalf of the Reporting Person. |
| 3. The transaction represents shares withheld by the Issuer in connection with the vesting of certain RSUs granted to the Reporting Person on February 16, 2023 (the "2023 Grant Date") pursuant to the Issuer's 2021 Equity Incentive Plan, as amended, and the related award agreement. These shares were withheld to satisfy the Reporting Person's tax withholding obligations. The Issuer will pay these taxes on behalf of the Reporting Person. |
| 4. The transaction represents shares withheld by the Issuer in connection with the vesting of certain RSUs granted to the Reporting Person on February 20, 2024 (the "2024 Grant Date") pursuant to the Issuer's 2021 Equity Incentive Plan, as amended, and the related award agreement. These shares were withheld to satisfy the Reporting Person's tax withholding obligations. The Issuer will pay these taxes on behalf of the Reporting Person. |
| 5. The Reporting Person disclaims beneficial ownership of these securities, except to the extent of the Reporting Person's pecuniary interest therein, and this report shall not be deemed an admission that the Reporting Person is the beneficial owner of such securities, except to the extent of the Reporting Person's pecuniary interest therein, for purposes of Section 16 of the Securities Exchange Act of 1934, as amended ("Section 16"), or for any other purpose. |
| 6. The Reporting Person is (i) a trustee of grantor retained annuity trusts of which he was the settlor and is the sole annuitant which own 1,338,097 shares of the Issuer's Common Stock, (ii) a trustee of trusts for the benefit of his immediate family members which own 9,786,032 shares of the Issuer's Common Stock and (iii) a trustee of a trust which is a controlling member of a limited liability company being treated as a corporation for purposes of Section 16, which limited liability company holds 164,678 shares of the Issuer's Common stock. Pursuant to the Form 4 instructions, the Reporting Person is being treated as having a pecuniary interest in all of such shares. |
| 7. On the 2021 Grant Date, the Reporting Person was granted 10,893 RSUs which were set to vest in four equal annual installments beginning on the first anniversary of the 2021 Grant Date. The transaction represents the vesting of a pro rata amount of RSUs in connection with the Reporting Person's retirement. The remaining unvested RSUs granted on the 2021 Grant Date were forfeited. |
| 8. On the 2022 Grant Date, the Reporting Person was granted 10,748 RSUs which were set to vest in four equal annual installments beginning on the first anniversary of the 2022 Grant Date. The transaction represents the vesting of a pro rata amount of RSUs in connection with the Reporting Person's retirement. The remaining unvested RSUs granted on the 2022 Grant Date were forfeited. |
| 9. On the 2023 Grant Date, the Reporting Person was granted 9,279 RSUs which were set to vest in four equal annual installments beginning on the first anniversary of the 2023 Grant Date. The transaction represents the vesting of a pro rata amount of RSUs in connection with the Reporting Person's retirement. The remaining unvested RSUs granted on the 2023 Grant Date were forfeited. |
| 10. On the 2024 Grant Date, the Reporting Person was granted 27,731 RSUs which were set to vest in three equal annual installments beginning on the first anniversary of the 2024 Grant Date. The transaction represents the vesting of a pro rata amount of RSUs in connection with the Reporting Person's retirement. The remaining unvested RSUs granted on the 2024 Grant Date were forfeited. |
| Remarks: |
| (11) The Reporting Person states that the filing of this Form 4 shall not be deemed an admission that the Reporting Person is the beneficial owner of the reported securities owned by the other members of the group, for the purpose of Section 16, or for any other purpose. |
| Mark N. Rogers, Attorney-in-Fact for James J. Kim | 11/04/2024 | |
| ** Signature of Reporting Person | Date | |
| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
| * If the form is filed by more than one reporting person, see Instruction 4 (b)(v). | ||
| ** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). | ||
| Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
| Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. | ||