| FORM 3 | UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES 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*
(Street)
| 2. Date of Event Requiring Statement (Month/Day/Year) 11/01/2018 | 3. Issuer Name and Ticker or Trading Symbol ADESTO TECHNOLOGIES Corp [ IOTS ] | |||||||||||||
| 4. Relationship of Reporting Person(s) to Issuer (Check all applicable)
| 5. 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 Beneficially Owned | |||
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| 1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
| Common Stock(1) | 11,785 | D | |
| Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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| 1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
| Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
| Employee Stock Option (right to buy) | (2) | 09/17/2028 | Common Stock | 8,000 | 6.15 | D | |
| Employee Stock Option (right to buy) | (3) | 09/17/2028 | Common Stock | 26,515 | 6.15 | D | |
| Explanation of Responses: |
| 1. Each restricted stock unit ("RSU") represents a contingent right to receive one (1) share of the issuer's common stock upon settlement for no consideration. The RSUs will vest as to 25% of the total shares on 09/17/19, and will further vest in equal quarterly installments thereafter, with 100% of the RSUs vested on 09/17/22, subject to the Reporting Person's provision of service to the issuer on each vesting date. Shares of the issuer's common stock will be delivered to the Reporting Person following vesting. |
| 2. The stock option vests and becomes exercisable as to 100% of the total shares on 12/31/19, subject to the Reporting Person's provision of service to the issuer through such vesting date. |
| 3. The stock option vests and becomes exercisable as to 25% of the total shares on 09/17/19, with an additional 6.25% vesting in equal quarterly installments thereafter, with 100% of the total shares subject to the option vested on 09/17/22, subject to the Reporting Person's provision of service to the issuer on each vesting date |
| /s/ Andrew Lovit by Willow Yang, Attorney-in-Fact | 11/13/2018 | |
| ** 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 5 (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. | ||
