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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
MESEL NOAH D 5200 GREAT AMERICA PARKWAY SANTA CLARA, CA 95054 |
Sr. VP, General Counsel |
/s/ NOAH MESEL | 03/25/2005 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | The shares will be issued to the reporting person as they vest incrementally over the period of service with the issuer in accordance with the following schedule: (i) twenty-five (25%) percent of the shares will vest and be issued upon his continuation in service through September 25, 2005; (ii) additional twenty-five (25%) percent of the shares will vest and be issued upon his continuation in service through March 25, 2006; (iii) additional twenty-five (25%) percent of the shares will vest and be issued upon his continuation in service through September 25, 2006 and (iv) twenty-five (25%) percent of the shares will vest and be issued upon his continuation in service through March 25, 2007. However, the shares will be subject to accelerated vesting and issuance upon certain changes in control or ownership of the issuer. |
(2) | Includes 200,000 shares issued to the reporting person and shall vest as reported above. |