SEC Form 4 · accession 0001138639-17-000017
INFINERA Corp · INFN
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
David F Welch
Officer — President · Director
Period of report
May 5, 2017
Accepted (ET)
May 8, 2017 · 5:11 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001138639
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | May 5, 2017 | M | 20,923 | $0.00 | A | 641,331 | I | See Footnote |
| Common StockF1 | May 5, 2017 | F | 7,863 | $9.55 | D | 633,468 | I | See Footnote |
| Common StockF1 | May 5, 2017 | M | 9,590 | $0.00 | A | 643,058 | I | See Footnote |
| Common StockF1 | May 5, 2017 | F | 3,604 | $9.55 | D | 639,454 | I | See Footnote |
| Common StockF1 | May 5, 2017 | M | 14,385 | $0.00 | A | 653,839 | I | See Footnote |
| Common StockF1 | May 5, 2017 | F | 5,406 | $9.55 | D | 648,433 | I | See Footnote |
| Common StockF1 | May 5, 2017 | M | 21,713 | $0.00 | A | 670,146 | I | See Footnote |
| Common StockF1 | May 5, 2017 | F | 8,160 | $9.55 | D | 661,986 | I | See Footnote |
| Common StockF2 | holding | — | — | — | 307,593 | I | See Footnote | |
| Common StockF3 | holding | — | — | — | 542,550 | I | See Footnote | |
| Common StockF4 | holding | — | — | — | 140,000 | I | See Footnote | |
| Common StockF5 | holding | — | — | — | 2,500 | I | See Footnote |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF7,F9 | — | May 5, 2017 | M | 20,923 | D | — | — | Common Stock | 20,923 | 0 | D |
| Restricted Stock UnitsF7,F10 | — | May 5, 2017 | M | 9,590 | D | — | — | Common Stock | 9,590 | 9,590 | D |
| Restricted Stock UnitsF7,F11 | — | May 5, 2017 | M | 14,385 | D | — | — | Common Stock | 14,385 | 14,385 | D |
| Restricted Stock UnitsF7,F12 | — | May 5, 2017 | M | 21,713 | D | — | — | Common Stock | 21,713 | 65,137 | D |
| Employee Stock Option (Right to Buy)F6 | $7.61 | holding | — | — | — | — | Jun 6, 2017 | Common Stock | 29,214 | 29,214 | D |
| Employee Stock Option (Right to Buy)F6 | $7.61 | holding | — | — | — | — | Jun 6, 2017 | Common Stock | 101,342 | 101,342 | D |
| Employee Stock Option (Right to Buy)F6 | $7.61 | holding | — | — | — | — | Feb 28, 2018 | Common Stock | 2,817 | 2,817 | D |
| Employee Stock Option (Right to Buy)F6 | $7.61 | holding | — | — | — | — | Feb 28, 2018 | Common Stock | 81,683 | 81,683 | D |
| Employee Stock Option (Right to Buy)F6 | $7.11 | holding | — | — | — | — | Feb 10, 2019 | Common Stock | 100,000 | 100,000 | D |
| Employee Stock Option (Right to Buy)F6 | $7.45 | holding | — | — | — | — | Aug 10, 2019 | Common Stock | 150,000 | 150,000 | D |
| Employee Stock Option (Right to Buy)F6 | $8.58 | holding | — | — | — | — | Feb 10, 2021 | Common Stock | 20,250 | 20,250 | D |
| Employee Stock Option (Right to Buy)F6 | $8.58 | holding | — | — | — | — | Feb 10, 2021 | Common Stock | 60,750 | 60,750 | D |
| Employee Stock Option (Right to Buy)F6 | $8.58 | holding | — | — | — | — | Feb 10, 2021 | Common Stock | 39,465 | 39,465 | D |
| Employee Stock Option (Right to Buy)F6 | $8.58 | holding | — | — | — | — | Feb 10, 2021 | Common Stock | 41,535 | 41,535 | D |
| Restricted Stock UnitsF7,F8 | — | holding | — | — | — | — | — | Common Stock | 12,000 | 12,000 | D |
| Restricted Stock UnitsF7,F13 | — | holding | — | — | — | — | — | Common Stock | 114,831 | 114,831 | D |
Explanation of responses
- F1These shares are held directly by The Welch Family Trust u/a dtd 04/03/1996, for which Dr. Welch is a trustee.
- F10These RSUs vest in three annual installments beginning on May 5, 2016.
- F11These RSUs vest as to 50% of the shares on May 5, 2017 and 50% of the shares on May 5, 2018.
- F12These RSUs vest in four annual installments beginning on May 5, 2017.
- F13These RSUs vest in four annual installments beginning on May 5, 2018.
- F2These shares are held directly by LRFA, LLC, for which Dr. Welch is the sole managing member.
- F3These shares are held directly by SEI Private Trust Company, Trustee of The Welch Family Heritage Trust I u/I dated 9/24/01, for which Dr. Welch is a trustee.
- F4These shares are held directly by The Welch Group, L.P., for which Dr. Welch is the general partner.
- F5These shares are held directly by Dr. Welch as a trustee for his children. Dr. Welch disclaims beneficial ownership of the shares held in trust for his children, and this report shall not be deemed an admission that Dr. Welch is the beneficial owner of the shares held in trust for his children for purposes of Section 16 or for any other purpose.
- F6This option is fully-vested.
- F7Each restricted stock unit ("RSU") represents a contingent right to receive one share of Infinera Corporation common stock.
- F8These RSUs vest in four annual installments beginning on August 5, 2014.
- F9These RSUs vest in three annual installments beginning on May 5, 2015.