-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, FYQ6HP6VvivtGk4jYXbA2OUFtUWtWzfhABjVA8joJ0URoZ3/QfM+WvfhBGYjymhH +rY/MZmVppJRq9pwGL+jHg== 0001245258-06-000002.txt : 20060316 0001245258-06-000002.hdr.sgml : 20060316 20060316192438 ACCESSION NUMBER: 0001245258-06-000002 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20060310 FILED AS OF DATE: 20060316 DATE AS OF CHANGE: 20060316 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: SERENA SOFTWARE INC CENTRAL INDEX KEY: 0001073967 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 942669809 STATE OF INCORPORATION: DE FISCAL YEAR END: 0131 BUSINESS ADDRESS: STREET 1: 2755 CAMPUS DRIVE STREET 2: 3RD FLOOR CITY: SAN MATEO STATE: CA ZIP: 94403-2538 BUSINESS PHONE: 6505226600 MAIL ADDRESS: STREET 1: 2755 CAMPUS DRIVE STREET 2: 3RD FLOOR CITY: SAN MATEO STATE: CA ZIP: 94403-2538 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: WOODWARD MARK CENTRAL INDEX KEY: 0001022826 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-25285 FILM NUMBER: 06693654 BUSINESS ADDRESS: STREET 1: C/O MCAFEE ASSOCIATES INC STREET 2: 2710 WALSH AVE CITY: SANTA CLARA STATE: CA ZIP: 95051 BUSINESS PHONE: 4089883832 MAIL ADDRESS: STREET 1: 2755 CAMPUS DR STREET 2: 3RD FL CITY: SAN MATEO STATE: CA ZIP: 95051 4 1 edgardoc.xml PRIMARY DOCUMENT X0202 4 2006-03-10 0 0001073967 SERENA SOFTWARE INC SRNA 0001022826 WOODWARD MARK 2755 CAMPUS DRIVE, 3RD FLOOR SAN MATEO CA 94403-2538 1 1 0 0 President and CEO Common Stock 2006-03-10 4 M 0 73700 22.52 A 389879 D Common Stock 2006-03-10 4 F 0 69156 24 D 320723 D Common Stock 2006-03-10 4 J 0 126000 D 194723 D Common Stock 2006-03-10 4 D 0 194723 24 D 0 D Non-Qualified Stock Option (right to buy) 22.52 2006-03-10 4 M 0 73700 1.48 D 2015-02-24 Common Stock 73700 76300 D Immediately prior to the merger of Spyglass Merger Corp. with and into the Issuer, the Reporting Person exercised on a "cashless basis" an option to buy 73,700 shares of the Issuer's common stock for $22.52 per share. In connection with this cashless exercise, the exercise price for the exercise of such option was satisfied by the delivery to the Issuer of 69,156 shares of the Issuer's common stock in satisfaction of the exercise price. Immediately prior to the merger of Spyglass Merger Corp. with and into the Issuer, such shares of the Issuer's common stock were contributed to Spyglass Merger Corp. in exchange for 604,800 shares of common stock of Spyglass Merger Corp. In connection with the merger of Spyglass Merger Corp. with and into the Issuer, each share of Spyglass common stock was converted into one share of the common stock of the surviving corporation of the merger, which was Serena Software, Inc. In connection with the merger of Spyglass Merger Corp. with and into the Issuer, shares of the Issuer's common stock were converted into the right to receive $24.00 per share, without interest. Prior to 3/10/06, such option would become vested and exercisable with respect to 1/4 of the shares underlying such option on 2/24/06 and the remaining shares underlying such option would become vested and exercisable in equal installments on each one-month anniversary of 2/24/06 until 2/24/09, at which time such option would be fully vested and exercisable. Immediately prior to the effective time of the merger of Spyglass Merger Corp. with and into the Issuer, the option became fully vested and exercisable with respect to all shares underlying such option that were not previously vested and exercisable. MARK E. WOODWARD 2006-03-16 -----END PRIVACY-ENHANCED MESSAGE-----