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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 | ||||||||
| Stock Option (right to buy) | $ 0.3 | 10/27/2015 | D | 45,053 | (1) | 12/07/2020 | Common Stock | 45,053 | (1) | 0 | D | ||||
| Stock Option (right to buy) | $ 2.15 | 10/27/2015 | D | 50,000 | (2) | 10/09/2022 | Common Stock | 50,000 | (2) | 0 | D | ||||
| Stock Option (right to buy) | $ 3.3 | 10/27/2015 | D | 24,300 | (3) | 09/11/2023 | Common Stock | 24,300 | (3) | 0 | D | ||||
| Stock Option (right to buy) | $ 3.25 | 10/27/2015 | D | 24,299 | (4) | 03/25/2024 | Common Stock | 24,299 | (4) | 0 | D | ||||
| Stock Option (right to buy) | $ 2 | 10/27/2015 | D | 80,000 | (5) | 09/10/2024 | Common Stock | 80,000 | (5) | 0 | D | ||||
| Stock Option (right to buy) | $ 1.83 | 10/27/2015 | D | 90,000 | (6) | 08/10/2025 | Common Stock | 90,000 | (6) | 0 | D | ||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
| Lynch Anne M. 535 MISSION STREET, 27TH FLOOR SAN FRANCISCO, CA 94105 |
VP, Human Resources | |||
| /s/ Erik E. Miller, as attorney in fact | 10/29/2015 | |
| **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) | Pursuant to an Agreement and Plan of Merger dated September 10, 2015 by and among Ericsson Inc., Cindy Acquisition Corp. and Envivio, Inc. (the "Merger Agreement"), this fully vested option was converted at the effective time of the merger into a right to receive a cash payment representing the difference between the exercise price of this option and $4.10 per share. |
| (2) | Pursuant to the Merger Agreement, this option was converted at the effective time of the merger into a right to receive: (a) a cash payment representing the difference between the exercise price of this option and $4.10 per share, payable in a lump sum as soon as reasonably practicalable following the effective time of the merger for the vested portion of the option representing 40,625 shares and (b) a cash payment representing the difference between the exercise price of this option and $4.10 per share payable in periodic payments no less frequently than on a semi-annual basis following the vesting of the unvested portion of the option as if such option continued to vest following the effective time of the merger, representing 9,375 shares. |
| (3) | Pursuant to the Merger Agreement, this option was converted at the effective time of the merger into a right to receive: (a) a cash payment representing the difference between the exercise price of this option and $4.10 per share, payable in a lump sum as soon as reasonably practicalable following the effective time of the merger for the vested portion of the option representing 15,567 shares and (b) a cash payment representing the difference between the exercise price of this option and $4.10 per share payable in periodic payments no less frequently than on a semi-annual basis following the vesting of the unvested portion of the option as if such option continued to vest following the effective time of the merger, representing 8,733 shares. |
| (4) | Pursuant to the Merger Agreement, this option was converted at the effective time of the merger into a right to receive: (a) a cash payment representing the difference between the exercise price of this option and $4.10 per share, payable in a lump sum as soon as reasonably practicalable following the effective time of the merger for the vested portion of the option representing 13,287 shares and (b) a cash payment representing the difference between the exercise price of this option and $4.10 per share payable in periodic payments no less frequently than on a semi-annual basis following the vesting of the unvested portion of the option as if such option continued to vest following the effective time of the merger, representing 11,012 shares. |
| (5) | Pursuant to the Merger Agreement, this option was converted at the effective time of the merger into a right to receive: (a) a cash payment representing the difference between the exercise price of this option and $4.10 per share, payable in a lump sum as soon as reasonably practicalable following the effective time of the merger for the vested portion of the option representing 36,250 shares and (b) a cash payment representing the difference between the exercise price of this option and $4.10 per share payable in periodic payments no less frequently than on a semi-annual basis following the vesting of the unvested portion of the option as if such option continued to vest following the effective time of the merger, representing 43,750 shares. |
| (6) | Pursuant to the Merger Agreement, this option was converted at the effective time of the merger into a right to receive: (a) a cash payment representing the difference between the exercise price of this option and $4.10 per share, payable in a lump sum as soon as reasonably practicalable following the effective time of the merger for the vested portion of the option representing 22,500 shares and (b) a cash payment representing the difference between the exercise price of this option and $4.10 per share payable in periodic payments no less frequently than on a semi-annual basis following the vesting of the unvested portion of the option as if such option continued to vest following the effective time of the merger, representing 67,500 shares. |