Upgrade to SI Premium - Free Trial

Form 4 KOPIN CORP For: Dec 31 Filed by: FAN JOHN C C

January 3, 2018 4:09 PM
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
Expires: December 31, 2014
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 *
FAN JOHN C C
(Last) (First) (Middle)
C/O KOPIN CORPORATION
125 NORTH DRIVE
(Street)
WESTBOROUGH MA 01581
(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
KOPIN CORP [ KOPN ] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
CEO & President
3. Date of Earliest Transaction (Month/Day/Year)
12/31/2017
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 12/31/2017 G (1) (2) 260,000 D $ 0 4,469,769 D
Common Stock 12/31/2017 G (1) (2) 150,000 D $ 0 4,319,769 D
Common Stock 12/31/2017 G (1) (2) 150,000 D $ 0 4,169,769 D
Common Stock 12/31/2017 G (3) 640,000 A $ 0 4,809,769 D
Common Stock 12/31/2017 G (3) 150,000 A $ 0 4,959,769 D
Common Stock 12/31/2017 G (3) 150,000 A $ 0 5,109,769 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. On September 12, 2011 the Kopin Corporation's Compensation Committee implemented an incentive plan comprised of 260,000 shares of restricted stock which were to vest at the end of the first 10 consecutive trading day period following the grant date during which Kopin Corporation's common stock trades at a price per share equal to or greater than $5.25. In addition, Dr. Fan was to receive the cash value of 380,000 shares of Kopin Corporation's common stock on the date the 260,000 shares of restricted stock vested. On February 13, 2015 the period to achieve the $5.25 stock price milestone was extended until December 31, 2017 to coincide with Dr. Fan's employment agreement.
2. (continued from footnote 1) On May 9, 2015 The Kopin Corporation's Compensation Committee implemented an incentive plan comprised of 150,000 and 150,000 shares of restricted stock which were to vest at the end of the first 10 consecutive trading day period following the grant date during which Kopin Corporation's common stock trades at a price per share equal to or greater than $6.00 and $7.00, respectively. All these grants were forfeited on December 31, 2017.
3. On December 31, 2017 the Kopin Corporation's Compensation Committee implemented an incentive plan comprised of 640,000, 150,000 and 150,000 shares of restricted stock which are to vest at the end of the first 20 consecutive trading day period following the grant date during which Kopin Corporation's common stock trades at a price per share equal to or greater than $5.25, $6.00 and $7.00, respectively. The period to achieve the stock price milestones are from January 1, 2018 through December 31, 2020.
/s/ John J. Concannon, as Attorney-in-fact 01/03/2018
** 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 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.

Categories

SEC Filings