SEC Form 4 · accession 0001209191-15-036557
Riverbed Technology, Inc. · RVBD
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Ernest E Maddock
Officer — Chief Financial Officer
Period of report
Apr 24, 2015
Accepted (ET)
Apr 28, 2015 · 2:22 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001357326
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Apr 24, 2015 | D | 33,408 | — | D | 0 | I | By Trust |
| Common StockF3 | Apr 24, 2015 | D | 5,045 | — | D | 201,780 | D | |
| Common StockF4 | Apr 24, 2015 | D | 37,500 | — | D | 164,280 | D | |
| Common StockF5 | Apr 24, 2015 | D | 137,855 | — | D | 26,425 | D | |
| Common StockF6 | Apr 24, 2015 | D | 26,425 | — | 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 |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Option (right to buy)F7 | $15.69 | Apr 24, 2015 | D | 50,000 | D | — | May 5, 2020 | Common Stock | 50,000 | 0 | D |
Explanation of responses
- F1Disposed of pursuant to the merger agreement between Riverbed Technology, Inc., Project Homestake Holdings, LLC and Project Homestake Merger Corp. in exchange for a cash payment of $21 per share.
- F2Shares are held directly by Ernest E. Maddock, Trustee of the Maddock 2000 Trust, dated 4/18/2000.
- F3Disposed of pursuant to the merger agreement between Riverbed Technology, Inc., Project Homestake Holdings, LLC and Project Homestake Merger Corp. in exchange for a cash payment of $21 per share. The amount of securities disposed of includes 1,682 shares acquired under the Riverbed Technology, Inc. Employee Stock Purchase Plan on March 5, 2015.
- F4Represents the disposition of RSUs, which provided for vesting in 100% on May 15, 2015, that were cancelled pursuant to the merger agreement between Riverbed Technology, Inc., Project Homestake Holdings, LLC and Project Homestake Merger Corp. in exchange for a cash payment of $21 per share.
- F5Represents the disposition of RSUs, which provided for vesting in 100% on December 31, 2016, that were cancelled pursuant to the merger agreement between Riverbed Technology, Inc., Project Homestake Holdings, LLC and Project Homestake Merger Corp. in exchange for a cash payment of $21 per share.
- F6Represents the disposition of RSUs, which provided for vesting in three equal annual installments on February 15 of each year beginning February 15, 2016, that were cancelled pursuant to the merger agreement between Riverbed Technology, Inc., Project Homestake Holdings, LLC and Project Homestake Merger Corp. in exchange for a cash payment of $21 per share.
- F7This option, which provided for vesting as to 25% on April 29, 2014 and then in equal monthly installments for 36 months thereafter, was cancelled pursuant to the merger agreement between Riverbed Technology, Inc., Project Homestake Holdings, LLC and Project Homestake Merger Corp. in exchange for a cash payment representing the difference between $21 per share and the option exercise price.