Initial Statement of Beneficial Ownership (3)
06 February 2019 - 8:30AM
Edgar (US Regulatory)
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FORM 3
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0104
Estimated average burden
hours per response...
0.5
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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
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UNDERWOOD TODD M
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2. Date of Event Requiring Statement (MM/DD/YYYY)
1/31/2019
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3. Issuer Name
and
Ticker or Trading Symbol
INTEL CORP [INTC]
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(Last)
(First)
(Middle)
C/O INTEL CORPORATION, 2200 MISSION COLLEGE BLVD
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4. Relationship of Reporting Person(s) to Issuer (Check all applicable)
_____ Director
_____ 10% Owner
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X
___ Officer (give title below)
_____ Other (specify below)
Interim CFO /
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(Street)
SANTA CLARA, CA 95054
(City)
(State)
(Zip)
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5. 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 Beneficially Owned
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1.Title of Security
(Instr. 4)
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2. Amount of Securities Beneficially Owned
(Instr. 4)
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3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
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4. Nature of Indirect Beneficial Ownership
(Instr. 5)
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Common Stock
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2855
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D
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Common Stock
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2412
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I
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By Employee Benefit Plan Trust
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Common Stock
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54
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I
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By Spouse
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Table II - Derivative Securities Beneficially Owned (
e.g.
, puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 4)
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2. Date Exercisable and Expiration Date
(MM/DD/YYYY)
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3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
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4. Conversion or Exercise Price of Derivative Security
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5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
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6. Nature of Indirect Beneficial Ownership
(Instr. 5)
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Date Exercisable
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Expiration Date
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Title
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Amount or Number of Shares
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Performance-Based Stock Units
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2/25/2019
(1)
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(1)
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Common Stock
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3999
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(2)
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D
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Performance-Based Stock Units
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2/28/2021
(3)
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(3)
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Common Stock
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6728
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(4)
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D
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Performance-Based Stock Units
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1/31/2022
(5)
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(5)
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Common Stock
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8492
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(6)
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D
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Performance-Based Stock Units
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3/1/2020
(3)
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(3)
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Common Stock
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5170
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(4)
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D
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Restricted Stock Units
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4/30/2019
(7)
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(7)
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Common Stock
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5661
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(8)
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D
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Restricted Stock Units
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4/30/2019
(7)
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(7)
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Common Stock
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10483
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(8)
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D
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Restricted Stock Units
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4/30/2018
(9)
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(9)
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Common Stock
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3460
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(8)
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D
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Restricted Stock Units
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10/25/2017
(10)
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(10)
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Common Stock
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3795
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(8)
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D
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Restricted Stock Units
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5/1/2017
(11)
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(11)
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Common Stock
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1501
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(8)
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D
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Explanation of Responses:
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(1)
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Unless earlier forfeited under the terms of the PSU, each PSU vests and converts into no more than 200% of one share of Intel common stock three years and one month after the grant date (together with the dividend equivalent shares thereon), unless that date falls on a non-business date, in which case the next business date shall apply.
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(2)
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Each Performance-based Restricted Stock Unit (PSU) represents the right to receive, following vesting, no more than 200% of one share of Intel common stock, together with dividend equivalent shares on the vested number of shares. The resulting number of shares of Intel common stock acquired upon vesting of the PSUs is contingent upon the achievement of pre-established performance metrics, as approved by the Company's Compensation Committee, over a three-year period beginning on the grant date and ending on the third anniversary of the grant date, unless that date falls on a date that the NASDAQ Stock Market is closed, in which case the next business date that the NASDAQ Stock Market is open shall apply.
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(3)
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Unless earlier forfeited under the terms of the PSU, each PSU vests and converts into no more than 200% of one share of Intel common stock three years and one month after the grant date, unless that date falls on a non-business date, in which case the next business date shall apply.
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(4)
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Each Performance-based Restricted Stock Unit (PSU) represents the right to receive, following vesting, up to 200% of one share of Intel common stock. The number of shares of Intel common stock acquired upon vesting of the PSUs is contingent upon the achievement of pre-established performance metrics, as approved by the Company's Compensation Committee, over a three-year performance period beginning on the grant date and ending on the third anniversary of the grant date, unless that date falls on a date that the NASDAQ Stock Market is closed, in which case the next business date that the NASDAQ Stock Market is open shall apply.
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(5)
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Unless earlier forfeited under the terms of the PSU, each PSU vests and converts into no more than 200% of one share of Intel common stock on January 31, 2022, unless that date falls on a non-business date, in which case the next business date shall apply.
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(6)
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Each performance-based stock unit (PSU) represents the right to receive, following vesting, up to 200% of one share of Intel common stock. The number of shares of Intel common stock acquired upon vesting of the PSUs is contingent upon the achievement of pre-established performance metrics, as approved by the Company's Compensation Committee, over a three-year performance period beginning with the first day of the fiscal year of the grant date and ending on the last day of the fiscal year of the second anniversary of the grant date.
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(7)
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Unless earlier forfeited under the terms of the RSU, 1/12th of the awards vest and convert into common stock in twelve substantially equal quarterly tranches, beginning on April 30, 2019. If the quarterly vesting date falls on a non-business date, the next business date shall apply.
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(8)
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Each restricted stock unit represents the right to receive, following vesting, one share of Intel Corporation common stock.
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(9)
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Unless earlier forfeited under the terms of the RSU, 1/12th of the awards vest and convert into common stock in twelve substantially equal quarterly tranches, beginning on April 30, 2018. If the quarterly vesting date falls on a non-business date, the next business date shall apply.
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(10)
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Unless earlier forfeited under the terms of the RSU, 1/3rd of the awards vest and convert into common stock in three substantially equal annual tranches, beginning on October 25, 2017. If the annual vesting date falls on a non-business date, the next business date shall apply.
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(11)
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Unless earlier forfeited under the terms of the RSU, 1/12th of the awards vest and convert into common stock in twelve substantially equal quarterly tranches, beginning on May 1, 2017. If the quarterly vesting date falls on a nonbusiness date, the next business date shall apply.
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Reporting Owners
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Reporting Owner Name / Address
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Relationships
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Director
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10% Owner
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Officer
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Other
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UNDERWOOD TODD M
C/O INTEL CORPORATION
2200 MISSION COLLEGE BLVD
SANTA CLARA, CA 95054
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Interim CFO
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Signatures
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/s/ Brian Petirs, attorney-in-fact
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2/5/2019
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**
Signature of Reporting Person
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Date
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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*
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If the form is filed by more than one reporting person,
see
Instruction 5(b)(v).
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**
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Intentional misstatements or omissions of facts constitute Federal Criminal Violations.
See
18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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Note:
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File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure.
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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 control number.
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