SEC Form 4 · accession 0001209191-16-124055
RUCKUS WIRELESS INC · RKUS
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Mohan S Gyani
Director
Period of report
May 27, 2016
Accepted (ET)
May 27, 2016 · 4:35 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001294016
Table I — non-derivative securities
No Table I lines on this filing.
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Option (Right to Buy)F1 | $0.82 | May 27, 2016 | D | 286,875 | D | — | Dec 14, 2019 | Common Stock | 286,875 | 0 | D |
| Stock Option (Right to Buy)F2 | $16.19 | May 27, 2016 | D | 30,000 | D | — | Oct 24, 2023 | Common Stock | 30,000 | 0 | D |
| Stock Option (Right to Buy)F1 | $10.33 | May 27, 2016 | D | 30,000 | D | — | Jun 3, 2024 | Common Stock | 30,000 | 0 | D |
| Stock Option (Right to Buy)F1 | $11.37 | May 27, 2016 | D | 30,000 | D | — | Jun 9, 2025 | Common Stock | 30,000 | 0 | D |
Explanation of responses
- F1Disposed of pursuant to Section 3.11(a) of the Agreement and Plan of Merger by and among Brocade Communications Systems, Inc. ("Brocade"), Stallion Merger Sub Inc. (a wholly owned subsidiary of Brocade) and Issuer, dated as of April 3, 2016 (the "Merger Agreement"), whereby each Issuer vested in-the-money stock option was cancelled and exchanged for an amount in cash, less any applicable tax withholdings, equal to the product of (i) the number of Issuer shares subject to the Issuer vested in-the-money stock option, multiplied by (ii) the Equity Award Cash Consideration (as defined in the Merger Agreement), less the per share exercise price of the Issuer vested in-the-money stock option.
- F2Disposed of pursuant to Section 3.11(i) of the Merger Agreement, whereby each Issuer vested out-of-the-money stock option was cancelled and exchanged for an amount in cash equal to the Black-Scholes Option Value (as defined in the Merger Agreement).