SEC Form 4 · accession 0001209191-16-149208
INFOBLOX INC · BLOX
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Ashish Gupta
Officer — EVP & Chief Marketing Officer
Period of report
Nov 7, 2016
Accepted (ET)
Nov 9, 2016 · 9:56 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001223862
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Nov 7, 2016 | D | 2,678 | — | D | 85,000 | D | |
| Common StockF3,F2 | Nov 7, 2016 | D | 42,500 | — | D | 42,500 | D | |
| Common StockF4,F2 | Nov 7, 2016 | D | 42,500 | — | D | 0 | D |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Includes 1,823 shares acquired under the Infoblox Inc. ("Issuer") 2012 Employee Stock Purchase Plan ("ESPP") on December 21, 2015, and 855 shares acquired under the ESPP on November 2, 2016. As of the Effective Time (as defined in the Merger Agreement), the shares shown on this line were converted into the right to receive $26.50 per share, net to the seller in cash, without interest (the "Merger Consideration").
- F2Pursuant to the terms of the Agreement and Plan of Merger, dated September 16, 2016, (the "Merger Agreement"), by and among Delta Holdco, LLC, India Merger Sub, Inc., and Issuer, as of the Effective Time, each of the Reporting Person's shares of the Issuer common stock was cancelled and converted into the right to receive the Merger Consideration.
- F3Represents 42,500 shares subject to the issuance upon settlement of vested restricted stock units ("RSUs"), which, upon the Effective Time, were cancelled and converted into the right to receive an amount equal to (i) the number of shares of Issuer common stock subject to such RSUs multiplied by (ii) the Merger Consideration.
- F4Represents 42,500 shares subject to the issuance upon settlement of unvested RSUs, which, upon the Effective Time, were cancelled and converted into the right to receive an amount in cash equal to the product of the (i) Merger Consideration and (ii) the number of shares of Issuer common stock subject to such unvested RSUs, which shall remain subject to the Reporting Person's continued employment with the Issuer through each applicable vesting date, vest and be payable at the same time and on the same vesting schedule as applied to the cancelled unvested RSUs.