SEC Form 4 · accession 0001209191-15-078443
INFINERA Corp · INFN
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Thomas J Fallon
Officer — Chief Executive Officer · Director
Period of report
Nov 2, 2015
Accepted (ET)
Nov 4, 2015 · 4:39 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 | Nov 2, 2015 | M | 75,000 | $8.19 | A | 75,000 | D | |
| Common Stock | Nov 2, 2015 | M | 5,595 | $8.19 | A | 80,595 | D | |
| Common Stock | Nov 2, 2015 | M | 69,405 | $8.19 | A | 150,000 | D | |
| Common StockF2 | Nov 2, 2015 | S | 150,000 | $19.8459 | D | 0 | D | |
| Common StockF2,F3 | Nov 2, 2015 | S | 50,000 | $19.8459 | D | 769,456 | 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 |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Employee Stock Option (Right to Buy)F4 | $8.19 | Nov 2, 2015 | M | 75,000 | D | — | Nov 23, 2016 | Common Stock | 75,000 | 0 | D |
| Employee Stock Option (Right to Buy)F4 | $8.19 | Nov 2, 2015 | M | 5,595 | D | — | Nov 23, 2019 | Common Stock | 5,595 | 0 | D |
| Employee Stock Option (Right to Buy)F4 | $8.19 | Nov 2, 2015 | M | 69,405 | D | — | Nov 23, 2019 | Common Stock | 159,461 | 90,056 | D |
| Employee Stock Option (Right to Buy)F4 | $8.58 | holding | — | — | — | — | Feb 10, 2021 | Common Stock | 14,286 | 14,286 | D |
| Employee Stock Option (Right to Buy)F4 | $8.58 | holding | — | — | — | — | Feb 10, 2021 | Common Stock | 32,965 | 32,965 | D |
| Employee Stock Option (Right to Buy)F4 | $8.58 | holding | — | — | — | — | Feb 10, 2021 | Common Stock | 30,475 | 30,475 | D |
| Employee Stock Option (Right to Buy)F4 | $8.58 | holding | — | — | — | — | Feb 10, 2021 | Common Stock | 182,250 | 182,250 | D |
| Restricted Stock UnitsF5,F6 | — | holding | — | — | — | — | — | Common Stock | 37,666 | 37,666 | D |
| Restricted Stock UnitsF5,F7 | — | holding | — | — | — | — | — | Common Stock | 71,258 | 71,258 | D |
| Restricted Stock UnitsF5,F8 | — | holding | — | — | — | — | — | Common Stock | 55,240 | 55,240 | D |
Explanation of responses
- F1This sale was made in connection with Mr. Fallon's Rule 10b5-1 Trading Plan, which was adopted on May 29, 2015.
- F2This price represents the weighted average sale price of the shares sold in multiple transactions at prices ranging from $19.49 to $20.08 per share. Upon request by the staff of the Securities and Exchange Commission, Infinera Corporation (the "Company") or a security holder of the Company, Mr. Fallon will provide full information regarding the number of shares sold at each separate price.
- F3These shares are held directly by The Fallon Family Revocable Trust dated 9/7/94, for which Mr. Fallon is a trustee.
- F4This option is fully-vested.
- F5Each restricted stock unit ("RSU") represents a contingent right to receive one share of common stock of the Company.
- F6These RSUs vest in three annual installments beginning on February 5, 2014.
- F7These RSUs vest in three annual installments beginning on May 5, 2015.
- F8These RSUs vest in three annual installments beginning on May 5, 2016.