SEC FORM
3
SEC Form 3
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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OMB APPROVAL |
OMB Number: |
3235-0104 |
Estimated average burden |
hours per response: |
0.5 |
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1. Name and Address of Reporting Person*
125 E SIR FRANCIS DRAKE BLVD, STE 400 |
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(Street)
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2. Date of Event Requiring Statement
(Month/Day/Year) 02/25/2010
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3. Issuer Name and Ticker or Trading Symbol
AMERICAN SUPERCONDUCTOR CORP /DE/
[ AMSC ]
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4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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Director |
X |
10% Owner |
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Officer (give title below) |
X |
Other (specify below) |
13(d)(3) Group |
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5. If Amendment, Date of Original Filed
(Month/Day/Year)
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6. Individual or Joint/Group Filing (Check Applicable Line)
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Form filed by One Reporting Person |
X |
Form filed by More than One Reporting Person |
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Table I - Non-Derivative Securities Beneficially Owned |
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 |
1,839,328 |
D
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Common Stock |
1,186,930 |
I
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By James Douglas and Jean Douglas Irrevocable Descendants? Trust |
Common Stock |
674,232 |
I
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By Douglas Family Trust |
Common Stock |
412,010 |
I
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By James E Douglas III |
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)
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2. Date Exercisable and Expiration Date
(Month/Day/Year) |
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: 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 |
Expiration Date |
Title |
Amount or Number of Shares |
Long call position (right to buy) |
02/02/2009 |
01/22/2011 |
Common Stock |
120,000 |
45 |
D
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Long call position (right to buy) |
02/02/2009 |
01/22/2011 |
Common Stock |
99,000 |
45 |
I
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By James Douglas and Jean Douglas Revocable Descendants? Trust |
Long call position (right to buy) |
02/02/2009 |
01/22/2011 |
Common Stock |
51,000 |
45 |
I
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By Douglas Family Trust |
Long call position (right to buy) |
02/02/2009 |
01/22/2011 |
Common Stock |
30,000 |
45 |
I
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By James E. Douglas III |
Long call position (right to buy) |
02/25/2010 |
01/21/2012 |
Common Stock |
400,000 |
60 |
D
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Long call position (right to buy) |
02/25/2010 |
01/21/2012 |
Common Stock |
330,000 |
60 |
I
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By James Douglas and Jean Douglas Revocable Descendants? Trust |
Long call position (right to buy) |
02/25/2010 |
01/21/2012 |
Common Stock |
170,000 |
60 |
I
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By Douglas Family Trust |
Long call position (right to buy) |
02/25/2010 |
01/21/2012 |
Common Stock |
100,000 |
60 |
I
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By James E. Douglas III |
1. Name and Address of Reporting Person*
125 E SIR FRANCIS DRAKE BLVD, STE 400 |
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(Street)
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1. Name and Address of Reporting Person*
125 E SIR FRANCIS DRAKE BLVD, STE 400 |
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(Street)
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1. Name and Address of Reporting Person*
125 E SIR FRANCIS DRAKE BLVD, STE 400 |
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(Street)
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1. Name and Address of Reporting Person*
125 E SIR FRANCIS DRAKE BLVD, STE 400 |
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(Street)
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Explanation of Responses: |
Remarks: |
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/s/ Eileen Davis-Wheatman , By Eileen Davis-Wheatman, Attorney-in-fact for Kevin Douglas |
03/08/2010 |
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/s/ Eileen Davis-Wheatman, By Eileen Davis-Wheatman, Attorney-in-fact for Douglas Family Trust |
03/08/2010 |
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/s/ Eileen Davis-Wheatman, By Eileen Davis-Wheatman, Attorney-in-fact for James Douglas and Jean Douglas Irrevocable Descendants? Trust |
03/08/2010 |
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/s/ Eileen Davis-Wheatman, By Eileen Davis-Wheatman, Attorney-in-fact for James E. Douglas III |
03/08/2010 |
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** 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. |
POWER OF ATTORNEY
LIMITED POWER OF ATTORNEY FOR
REPORTING OBLIGATIONS UNDER SECTION 16 OF THE SECURITIES EXCHANGE ACT OF 1934
The undersigned hereby make, constitute and appoint each of Tim McGaw, Eileen Davis-Wheatman
and Kevin Douglas, acting either individually or together, as each of the undersigneds true and
lawful attorneys-in-fact, with full power and authority as hereinafter described on behalf of and
in the name, place and stead of each of the undersigned to:
(1) prepare, execute, acknowledge, deliver and file Forms 3, 4 and 5 (including any amendments
thereto) with respect to the securities of American Semiconductor Corporation, a Delaware
corporation (the Company), with the U.S. Securities and Exchange Commission, any national
securities exchanges and the Company, as considered necessary or advisable under Section 16 of the
Securities Exchange Act of 1934 (the Exchange Act) and the rules and regulations promulgated
thereunder;
(2) seek or obtain, as each of the undersigneds representative and on each of the
undersigneds behalf, information on transactions in the Companys securities from any third party,
including brokers, employee benefit plan administrators and trustees, in connection with the
foregoing, and the undersigned hereby authorizes any such person to release any such information to
any of the attorneys-in-fact and approve and ratify any such release of information; and
(3) perform any and all other acts which in the discretion of such attorney-in-fact are
necessary or desirable for and on behalf of the undersigned in connection with the foregoing.
The undersigned acknowledge that:
(1) this Limited Power of Attorney authorizes, but does not require, each such
attorney-in-fact to act in his or her discretion on information provided to such attorney-in-fact
without independent verification of such information;
(2) any documents prepared and/or executed by any such attorney-in-fact on behalf of the
undersigned pursuant to this Limited Power of Attorney will be in such form and will contain such
information and disclosure as such attorney-in-fact, in his or her discretion, deems necessary or
desirable;
(3) none of such attorneys-in-fact assumes (i) any liability for any responsibility of the
undersigned to comply with the requirements of the Exchange Act, or (ii) any liability of the
undersigned for any failure to comply with such requirements; and
(4) this Limited Power of Attorney does not relieve the undersigned from responsibility for
compliance with the obligations of the undersigned under the Exchange Act, including without
limitation the reporting requirements under Section 16 of the Exchange Act and the rules and
regulations promulgated thereunder.
The undersigned hereby give and grant each of the foregoing attorneys-in-fact full power and
authority to do and perform all and every act and thing whatsoever requisite, necessary,
appropriate or desirable to be done in and about the foregoing matters as fully to all intents and
purposes as the undersigned might or could do if present, hereby ratifying all that each such
attorney-in-fact of, for and on behalf of the undersigned, shall lawfully do or cause to be done by
virtue of this Limited Power of Attorney.
This Limited Power of Attorney shall remain in full force and effect until the undersigned are
no longer required to file Forms 3, 4 and 5 with respect to the undersigneds holdings of and
transactions in securities issued by the Company, unless earlier revoked by the undersigned in a
signed writing delivered to each such attorney-in-fact.
The undersigned have caused this Limited Power of Attorney to be executed as of this 8th day
of March, 2010.
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Kevin Douglas
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/s/ Kevin Douglas
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Michelle Douglas
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/s/ Michelle Douglas
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James E. Douglas III
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/s/ James E. Douglas III
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K&M Douglas Trust
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/s/ Kevin Douglas
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By: |
Kevin Douglas |
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Title: |
Trustee |
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/s/ Michelle Douglas
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By: |
Michelle Douglas |
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Title: |
Trustee |
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Douglas Family Trust
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/s/ James E. Douglas, Jr.
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By: |
James E. Douglas, Jr. |
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Title: |
Trustee |
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/s/ Jean A. Douglas
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By: |
Jean A. Douglas |
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Title: |
Trustee |
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James Douglas And Jean Douglas
Irrevocable Descendants Trust
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/s/ Kevin Douglas
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By: |
Kevin Douglas |
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Title: |
Trustee |
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/s/ Michelle Douglas
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By: |
Michelle Douglas |
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Title: |
Trustee |
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