SEC Form 4
| 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). | |||||||||||||||||
1. Name and Address of Reporting Person*
(Street)
| 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) 03/08/2022 | ||||||||||||||||||||||||||
| 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 | 03/08/2022 | M | 80,000 | A | (4)(5)(6)(7) | 2,857,225 | D | |||
| Common Stock | 21,963,134(1)(2)(3) | I | By limited partnerships | |||||||
| Common Stock | 1,028,132(2)(3) | I | By GRAT | |||||||
| Common Stock | 21,478,833(2)(3) | I | By trusts (other than GRAT) | |||||||
| 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 | ||||||||
| Director stock option (right to buy) | $4.58 | 03/08/2022 | M | 20,000 | 05/08/2013(4) | 05/08/2022 | Common Stock | 20,000 | $0.00 | 0 | D | ||||
| Director stock option (right to buy) | $4.5 | 03/08/2022 | M | 20,000 | 05/08/2014(5) | 05/19/2022 | Common Stock | 20,000 | $0.00 | 0 | D | ||||
| Director stock option (right to buy) | $9.17 | 03/08/2022 | M | 20,000 | 05/13/2015(6) | 05/19/2022 | Common Stock | 20,000 | $0.00 | 0 | D | ||||
| Director stock option (right to buy) | $7.31 | 03/08/2022 | M | 20,000 | 05/15/2020(7) | 05/19/2022 | Common Stock | 20,000 | $0.00 | 0 | D | ||||
| Explanation of Responses: |
| 1. The sole general partner of Sujoda Investments, LP is Sujoda Management, LLC. The Reporting Person is one of three members of Sujoda Management, LLC. Sujoda Management, LLC is being treated as a limited partnership for purposes of Section 16 of the Securities Exchange Act of 1934, as amended ("Section 16"), and, pursuant to the Form 4 instructions, the Reporting Person has elected to treat all of the shares of Amkor Technology, Inc. (the "Issuer") Common Stock owned by Sujoda Investments, LP as beneficially owned by the Reporting Person. |
| 2. The Reporting Person is (i) the sole trustee of the John T. Kim Trust dated December 31, 1987 (the "Revocable Trust"), which owns 7,594,001 shares of the Issuer's Common Stock, (ii) a trustee of a grantor retained annuity trust of which he was the settlor and is the sole annuitant which owns 1,028,132 shares of the Issuer's Common Stock, (iii) a trustee of family trusts for the benefit of his immediate family members (other than the Revocable Trust and grantor retained annuity trust) which own 13,884,832 shares of the Issuer's Common Stock, (iv) a general partner of a limited partnership (Sujochil, LP) which owns 19,484,809 shares of the Issuer's Common Stock and (v) as referenced in footnote 1, a member of Sujoda Management, LLC, which indirectly owns 2,478,325 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. |
| 3. 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, or for any other purpose. |
| 4. This stock option (the "2012 Option") to acquire 20,000 shares of the Issuer's Common Stock at a price of $4.58 per share was granted on May 8, 2012 (the "2012 Grant Date") and vested in equal annual installments over three years beginning on the first anniversary of the 2012 Grant Date, such that 100% of the 2012 Option vested on May 8, 2015. |
| 5. This stock option (the "2013 Option") to acquire 20,000 shares of the Issuer's Common Stock at a price of $4.50 per share was granted on May 8, 2013 (the "2013 Grant Date") and vested one-third (1/3) on the first anniversary of the 2013 Grant Date and two-thirds (2/3) on the second anniversary of the 2013 Grant Date, such that 100% of the 2013 Option vested on May 8, 2015. |
| 6. This stock option to acquire 20,000 shares of the Issuer's Common Stock at a price of $9.17 per share was granted on May 13, 2014 and vested 100% on May 13, 2015. |
| 7. This stock option to acquire 20,000 shares of the Issuer's Common Stock at a price of $7.31 per share was granted on May 15, 2019 and vested 100% on May 15, 2020. |
| Remarks: |
| 8. 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. |
| /s/ Richard D. Rosen, Attorney-in-Fact for John T. Kim | 03/10/2022 | |
| ** 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. | ||