FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). |
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
Limelight Networks, Inc. [ LLNW ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 11/25/2008 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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1. Title of Security (Instr. 3) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
Code | V | Amount | (A) or (D) | Price | ||||||
Common Stock | 11/25/2008 | A | 100,000(1) | A | $0.00 | 1,613,250 | D | |||
Common Stock | 11/25/2008 | A | 400,000(2) | A | $0.00 | 2,013,250 | D |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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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 Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Employee Stock Option (Right to Buy) | $13.2 | 11/25/2008 | D | 750,000 | (3) | 11/20/2016 | Common Stock | 750,000 | $0 | 0(3) | D | ||||
Employee Stock Option (Right to Buy) | $6.53 | (4) | 11/20/2016 | Common Stock | 750,000 | 750,000(4) | D |
Explanation of Responses: |
1. Shares are represented by restricted stock units. Each restricted stock unit represents a contingent right to receive one share of Limelight Networks, Inc. common stock. The restricted stock units vest in two equal installments on February 23, 2009 and November 25, 2010. |
2. Shares are represented by restricted stock units. Each restricted stock unit represents a contingent right to receive one share of Limelight Networks, Inc. common stock. The vesting of the restricted stock units is based upon the achievement of certain quarterly financial targets during fiscal quarters ending after November 25, 2008 and on or before March 31, 2010. The restricted stock units are subject to forfeiture if the quarterly financial targets are not satisfied. |
3. Effective November 25, 2008, the stock option granted to the reporting person was cancelled by mutual agreement of the reporting person and Limelight Networks, Inc. Pursuant to the cancellation of the stock option grant, the reporting person received restricted stock units. The reporting person originally filed a Form 4 on August 21, 2007 to report the original stock option grant. |
4. Effective November 25, 2008, all shares subject to the option were deemed unvested and subject to the following vesting schedule: One twenty-fourth of the shares subject to the option shall vest on November 20, 2009 and an additional one twenty-fourth of the shares subject to the option shall vest on the 20th day of each calendar month thereafter. The original stock option grant was originally reported on a Form 4 filed on August 21, 2007. |
/s/ Yvonne Martinez, Attorney-in-Fact | 11/26/2008 | |
** Signature of Reporting Person | Date | |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
* 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). | ||
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
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 Number. |