SEC Form 4 · accession 0001615890-16-000012
Sonus, Inc. · SONS
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Kevin W. Riley
Officer — SVP Engineering & CTO
Period of report
Apr 1, 2016
Accepted (ET)
Apr 5, 2016 · 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 | Apr 1, 2016 | A | 56,250 | $0.00 | A | 149,203 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Performance-Based Restricted Stock Units (PSUs)F2,F3 | — | Apr 1, 2016 | A | 18,750 | A | — | — | Common Stock | 18,750 | 18,750 | 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 April 1, 2017 and the remaining two-thirds of the shares shall vest in four equal increments semi-annually thereafter through April 1, 2019.
- F2Each 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 200% of the target number of shares reported in columns 7 and 9 of this report.
- F3Between zero (0) and 200% of one-third of the PSUs will vest, if at all, on each of April 1, 2017, April 1, 2018 and April 1, 2019.