SEC FORM 4 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
 
OMB APPROVAL
OMB Number: 3235-0287
Estimated average burden
hours per response: 0.5
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*
Chung Kyo-Hwa Liz

(Last) (First) (Middle)
C/O MAGNACHIP SEMICONDUCTOR, LTD.
501, TEHERAN-RO, GANGNAM-GU

(Street)
SEOUL, REPUBLIC OF KOREA, M5 06168

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
MAGNACHIP SEMICONDUCTOR Corp [ MX ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
08/31/2022
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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 08/31/2022 D 4,069(1) D $11.7 25,391 D
Common Stock 08/31/2022 D 155(2) D $11.7 25,236 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
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
Explanation of Responses:
1. This transaction represents the cash settlement of 4,069 shares of common stock underlying an RSU award granted to the Reporting Person on August 31, 2021 and reported at that time as common stock in Table I. The Board amended the RSU award on May 27, 2022 to allow for a limited cash settlement of such number of shares of common stock having a fair market value equal to, but not to exceed, the foreign tax obligation incurred by the Reporting Person upon vesting of the RSUs. 4,069 shares were cash settled at a price of $11.70 per share for an aggregate cash settlement of $47,607.30, which amount is approximately equal to (based on applicable foreign exchange rates), but does not exceed, the foreign tax obligation of the Reporting Person.
2. This transaction represents the cash settlement of 155 shares of common stock underlying an RSU award granted to the Reporting Person on January 18, 2022 and reported at that time as common stock in Table I. The Board amended the RSU award on May 27, 2022 to allow for a limited cash settlement of such number of shares of common stock having a fair market value equal to, but not to exceed, the foreign tax obligation incurred by the Reporting Person upon vesting of the RSUs. 155 shares were cash settled at a price of $11.70 per share for an aggregate cash settlement of $1,813.50, which amount is approximately equal to (based on applicable foreign exchange rates), but does not exceed, the foreign tax obligation of the Reporting Person.
Remarks:
/s/ Theodore Kim, Attorney-in-Fact 09/01/2022
** 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.