SEC FORM 4

SEC Form 4

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^*

BRADY JASON M

(Last)

(First)

(Middle)

15030 AVENUE OF SCIENCE

(Street)

SAN DIEGO

92128

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
SOLERA HOLDINGS, INC [ SLH ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	General Counsel

3. Date of Earliest Transaction (Month/Day/Year)
12/01/2009

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock, par value $0.01	12/01/2009		A		1,547⁽¹⁾	A	$0.01	28,547⁽²⁾	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Employee Stock Option (Right to Buy)	$36.01	12/01/2009		A		14,111		⁽³⁾	12/01/2016	Common Stock, par value $0.01	14,111	⁽⁴⁾	59,511⁽⁵⁾	D

Explanation of Responses:

1. Represents 1,547 restricted stock units issued to the Reporting Person, which restricted stock units are subject to vesting. Upon vesting of each restricted stock unit, the Reporting Person shall be entitled to receive one share of common stock. 25% of the restricted stock units will vest on December 31, 2010, and 6.25% will vest on each December 31, March 31, June 30 and September 30 thereafter until fully vested.

2. Includes 18,704 restricted stock units held by the Reporting Person, which are subject to vesting. Upon vesting of the restricted stock units, the Reporting Person shall be entitled to receive a number of shares of common stock equal to the number of restricted stock units then vesting. With respect to 15,357 of the restricted stock units, approximately 1,181 will vest on each March 31, June 30, September 30 and December 31 until fully vested. With respect to 1,800 restricted stock units, 250 will vest on December 31, 2009 and approximately 112 will vest on each March 31, June 30, September 30 and December 31 thereafter until fully vested. The remaining 1,547 restricted stock units will vest in accordance with the terms disclosed in footnote 1.

3. 25% of the employee stock options will vest and become exercisable on December 31, 2010, and 6.25% of the employee stock options will vest on each December 31, March 31, June 30 and September 30 thereafter until fully vested.

4. Not applicable.

5. In addition to the 14,111 employee stock options described in footnote 3, the Reporting Person holds 33,525 employee stock options, which are subject to vesting. With respect to 28,125 of the employee stock options, 3,125 will vest on each March 31, June 30, September 30 and December 31 until fully vested. With respect to 5,400 of the employee stock options, 1,350 will vest on December 31, 2009, and approximately 337 will vest on each March 31, June 30, September 30 and December 31 thereafter until fully vested.

	/s/ Jared S. Dinkes, under a Power of Attorney	12/03/2009
	** 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).
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