SEC Form 4 · accession 0001209191-15-050645
PROCERA NETWORKS, INC. · PKT
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Staffan Hillberg
Director
Period of report
Jun 4, 2015
Accepted (ET)
Jun 5, 2015 · 4:49 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001165231
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Jun 4, 2015 | U | 16,295 | — | D | 0 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| NQ - Stock Option (Right to Buy) | $11.80 | Jun 5, 2015 | D | 375 | D | Jan 30, 2008 | Jan 30, 2018 | Common Stock | 375 | 0 | D |
| NQ - Stock Option (Right to Buy) | $11.8061 | Jun 5, 2015 | D | 582 | D | Jan 30, 2008 | Jan 30, 2018 | Common Stock | 582 | 0 | D |
| NQ - Stock Option (Right to Buy) | $14.50 | Jun 5, 2015 | D | 375 | D | Apr 1, 2008 | Apr 1, 2018 | Common Stock | 375 | 0 | D |
| NQ - Stock Option (Right to Buy) | $14.4945 | Jun 5, 2015 | D | 523 | D | Apr 1, 2008 | Apr 1, 2018 | Common Stock | 523 | 0 | D |
| NQ - Stock Option (Right to Buy) | $14.00 | Jun 5, 2015 | D | 819 | D | Jul 1, 2008 | Jul 1, 2018 | Common Stock | 819 | 0 | D |
| NQ - Stock Option (Right to Buy) | $8.9992 | Jun 5, 2015 | D | 1,198 | D | Oct 1, 2008 | Oct 1, 2018 | Common Stock | 1,198 | 0 | D |
| NQ - Stock Option (Right to Buy) | $8.7965 | Jun 5, 2015 | D | 1,246 | D | Jan 1, 2009 | Jan 1, 2019 | Common Stock | 1,246 | 0 | D |
| NQ - Stock Option (Right to Buy) | $6.199 | Jun 5, 2015 | D | 1,184 | D | Apr 1, 2009 | Apr 1, 2019 | Common Stock | 1,184 | 0 | D |
| NQ - Stock Option (Right to Buy) | $5.9996 | Jun 5, 2015 | D | 1,546 | D | Jul 1, 2009 | Jul 1, 2019 | Common Stock | 1,546 | 0 | D |
| NQ - Stock Option (Right to Buy) | $5.6992 | Jun 5, 2015 | D | 1,352 | D | Oct 1, 2009 | Oct 1, 2019 | Common Stock | 1,352 | 0 | D |
| NQ - Stock Option (Right to Buy) | $4.8992 | Jun 5, 2015 | D | 1,805 | D | Jan 4, 2010 | Jan 4, 2020 | Common Stock | 1,805 | 0 | D |
| NQ - Stock Option (Right to Buy) | $4.2996 | Jun 5, 2015 | D | 2,396 | D | Apr 1, 2010 | Apr 1, 2020 | Common Stock | 2,396 | 0 | D |
| NQ - Stock Option (Right to Buy) | $4.2996 | Jun 5, 2015 | D | 2,061 | D | Jul 1, 2010 | Jul 1, 2020 | Common Stock | 2,061 | 0 | D |
| NQ - Stock Option (Right to Buy) | $5.30 | Jun 5, 2015 | D | 1,680 | D | Oct 1, 2010 | Oct 1, 2020 | Common Stock | 1,680 | 0 | D |
| NQ - Stock Option (Right to Buy)F4 | $18.96 | Jun 5, 2015 | D | 5,000 | D | — | Mar 8, 2022 | Common Stock | 5,000 | 0 | D |
Explanation of responses
- F1The Reporting Person tendered the shares in exchange for $11.50 per share, net to the Reporting Person in cash, without interest and subject to deduction for any required withholding of taxes, in the tender offer made pursuant to the Agreement and Plan of Merger, dated April 21, 2015, by and among the Issuer, KDR Holding, Inc. and KDR Acquisition, Inc. (the "Merger Agreement").
- F2This option was canceled for no consideration pursuant to the terms of the Merger Agreement.
- F3This option was canceled pursuant to the terms of the Merger Agreement and converted into an amount in cash equal to the product of (a) the excess of $11.50 over the exercise price of this option, and (b) the number of shares subject to this option.
- F425% of the shares subject to this option vested on March 8, 2013, the first anniversary of the vesting commencement date, with the balance of the shares subject to this option vesting in 36 equal consecutive monthly installments thereafter.