SEC Form 4 · accession 0001209191-15-052894
MERU NETWORKS INC · MERU
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Brian R McDonald
Officer — Chief Finance & Admin Officer
Period of report
May 15, 2015
Accepted (ET)
Jun 12, 2015 · 5:28 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001167294
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | May 15, 2015 | A | 1,500 | $1.2155 | A | 41,872 | D | |
| Common Stock | Jun 11, 2015 | M | 40,000 | $0.00 | A | 81,872 | D | |
| Common Stock | Jun 11, 2015 | F | 22,992 | $1.62 | D | 58,880 | 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 UnitsF3,F4 | $0.00 | Jun 11, 2015 | M | 40,000 | D | — | Jun 21, 2023 | Common Stock | 40,000 | 40,000 | D |
Explanation of responses
- F1Represents shares of common stock acquired pursuant to the Meru Networks Inc. Employee Stock Purchase Plan. This transaction is exempt under Rule 16b-3(c).
- F2In accordance with the ESPP, these shares were purchased based on 85% of the closing price of the issuer's common stock on May 15, 2015.
- F3Each Restricted Stock Unit (RSU) represents a contingent right to receive one share of common stock of the issuer upon vesting.
- F4The RSUs vest as follows: 40,000 stock units on the first anniversary of the commencement of Mr. McDonald's employment; 40,000 stock units on the second anniversary of the commencement of his employment; and 40,000 Stock Units on the third anniversary of the commencement of his employment. The RSU is subject to Mr. McDonald's continued employment with the Company and the Severance and Change of Control Agreement entered into by and between Mr. McDonald and Meru Networks, Inc.