SEC Form 4 · accession 0001105472-15-000014
Sonus, Inc. · SONS
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Raymond P Dolan
Officer — CEO and President · Director
Period of report
Mar 16, 2015
Accepted (ET)
Mar 17, 2015 · 4:18 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001105472
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Mar 16, 2015 | A | 75,000 | $0.00 | A | 1,002,059 | D | |
| Common StockF2 | Mar 16, 2015 | F | 12,799 | $15.81 | D | 989,260 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Option (right to buy)F3 | $16.05 | Mar 16, 2015 | A | 200,000 | A | — | Mar 16, 2025 | Common Stock | 200,000 | 200,000 | D |
| Performance-Based Restricted Stock Units (PSUs)F4,F5 | — | Mar 16, 2015 | A | 25,000 | A | — | — | Common Stock | 25,000 | 25,000 | D |
Explanation of responses
- F1These are restricted shares of Common Stock that vest over a three-year period as follows: one-third of the shares shall vest on March 16, 2016. The remaining two-thirds of the shares shall vest in four equal increments semi-annually thereafter through March 16, 2018.
- F2PAYMENT OF TAX LIABILITY BY DELIVERING SECURITIES TO THE ISSUER INCIDENT TO THE VESTING OF A SECURITY.
- F3One-third of the shares underlying this option vests on March 16, 2016. The remaining two-thirds of the shares underlying this option will then vest in equal monthly increments through March 16, 2018.
- F4Each PSU represents a contingent right to receive one share of the Issuer's Common Stock, based on the Issuer's total shareholder return (TSR) compared to pre-established relative TSR goals, based on the TSR of the NASDAQ Telecommunications Index, that were set by the Compensation Committee of the Issuer's Board of Directors. The aggregate number of shares issued may range from zero (0) shares to 120% of the target number of shares reported in columns 7 and 9 of this report.
- F5The PSUs will vest, if at all, on March 16, 2016, March 16, 2017 and March 16, 2018.