SEC Form 4 · accession 0001437749-16-040894

Silicon Graphics International Corp · SGI

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Director

Period of report

Nov 1, 2016

Accepted (ET)

Nov 2, 2016 · 6:52 pm EDT

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001316625

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Common Stock^F1	Nov 1, 2016	D	108,094	—	D	0	D

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	D/I
Non-Qualified Stock Option (Right to Buy)^F2	$9.02	Nov 1, 2016	D	10,000	D	Jan 3, 2015	Jan 3, 2021	Common Stock	10,000	D
Non-Qualified Stock Option (Right to Buy)^F2	$11.69	Nov 1, 2016	D	15,000	D	Dec 6, 2012	Jan 3, 2022	Common Stock	15,000	D
Non-Qualified Stock Option (Right to Buy)^F2	$9.78	Nov 1, 2016	D	2,500	D	Mar 1, 2012	Mar 1, 2022	Common Stock	2,500	D
Non-Qualified Stock Option (Right to Buy)^F2	$10.47	Nov 1, 2016	D	15,000	D	Dec 9, 2013	Jan 2, 2023	Common Stock	15,000	D
Non-Qualified Stock Option (Right to Buy)^F2	$14.01	Nov 1, 2016	D	2,500	D	Feb 1, 2012	Feb 1, 2022	Common Stock	2,500	D
Non-Qualified Stock Option (Right to Buy)^F2	$11.83	Nov 1, 2016	D	2,833	D	May 23, 2011	May 23, 2017	Common Stock	2,833	D
Non-Qualified Stock Option (Right to Buy)^F2	$13.47	Nov 1, 2016	D	2,833	D	May 29, 2012	May 29, 2018	Common Stock	2,833	D
Non-Qualified Stock Option (Right to Buy)^F2	$9.53	Nov 1, 2016	D	2,500	D	Apr 2, 2012	Apr 2, 2022	Common Stock	2,500	D
Non-Qualified Stock Option (Right to Buy)^F2	$9.82	Nov 1, 2016	D	2,500	D	May 1, 2012	May 1, 2022	Common Stock	2,500	D

F1Shares were disposed of at the effective time of the merger of a subsidiary of Hewlett Packard Enterprise Company ("HPE") with and into the Issuer (the "Merger") pursuant to the Agreement and Plan of Merger, dated as of August 11, 2016, by and among HPE, Satellite Acquisition Sub, Inc. and the Issuer (the "Merger Agreement") in exchange for $7.75 per share, without interest, and subject to deduction for any applicable withholding taxes (the "Merger Consideration").
F2Shares consist of unexercised non-qualified stock options that were converted into such number of like shares of HPE determined by multiplying the number of shares by a fraction, of which the numerator is equal to the Merger Consideration and the denominator is equal to the average closing price of a share of HPE common stock on the New York Stock Exchange for the five consecutive trading days immediately preceding (but not including) the closing date (the "Conversion Ratio"), rounded down to the nearest whole share pursuant to the terms and conditions of the Merger Agreement.