SEC Form 4 · accession 0001209191-15-000304

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

Dec 31, 2014

Accepted (ET)

Jan 2, 2015 · 5:41 pm EST

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 Stock^F1	Dec 31, 2014	M	71,250	$0.00	A	303,967	I	See Footnote
Common Stock^F1	Dec 31, 2014	F	37,179	$14.72	D	266,788	I	See Footnote
Common Stock^F2	holding	—	—		—	280,000	I	See Footnote
Common Stock^F3	holding	—	—		—	319,493	I	See Footnote
Common Stock^F4	holding	—	—		—	553,750	I	See Footnote
Common Stock^F5	holding	—	—		—	2,500	I	See Footnote
Common Stock	holding	—	—		—	14,132	D

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Restricted Stock Units^F7,F9	—	Dec 31, 2014	M	71,250	D	—	—	Common Stock	71,250	0	D
Employee Stock Option (Right to Buy)^F6	$2.00	holding	—	—	—	—	Aug 8, 2016	Common Stock	50,000	50,000	D
Employee Stock Option (Right to Buy)^F6	$2.00	holding	—	—	—	—	Aug 8, 2016	Common Stock	137,500	137,500	D
Employee Stock Option (Right to Buy)^F6	$8.19	holding	—	—	—	—	Nov 23, 2016	Common Stock	75,000	75,000	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 Units^F7,F8	—	holding	—	—	—	—	—	Common Stock	26,333	26,333	D
Restricted Stock Units^F7,F10	—	holding	—	—	—	—	—	Common Stock	40,000	40,000	D
Restricted Stock Units^F7,F11	—	holding	—	—	—	—	—	Common Stock	36,000	36,000	D
Restricted Stock Units^F7,F12	—	holding	—	—	—	—	—	Common Stock	62,770	62,770	D

Explanation of responses

F1These shares are held directly by The Welch Family Trust u/a dtd 04/03/1996.
F10These RSUs vest in three annual installments beginning on February 5, 2014.
F11These RSUs vest in four annual installments beginning on August 5, 2014.
F12These RSUs vest in three annual installments beginning on May 5, 2015.
F2These shares are held directly by The Welch Group, L.P., for which Dr. Welch is the general partner.
F3These shares are held directly by LRFA, LLC, for which Dr. Welch is the sole managing member.
F4These shares are held directly by SEI Private Trust Company, Trustee of The Welch Family Heritage Trust I u/I dated 9/24/01.
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 common stock of Infinera Corporation.
F8These RSUs vest in three annual installments beginning on February 5, 2013.
F9These RSUs fully vested on December 31, 2014.