0001499416-15-000033.txt : 20150520 0001499416-15-000033.hdr.sgml : 20150520 20150520174129 ACCESSION NUMBER: 0001499416-15-000033 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20150518 FILED AS OF DATE: 20150520 DATE AS OF CHANGE: 20150520 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: ARUBA NETWORKS, INC. CENTRAL INDEX KEY: 0001173752 STANDARD INDUSTRIAL CLASSIFICATION: COMPUTER PERIPHERAL EQUIPMENT, NEC [3577] IRS NUMBER: 020579097 STATE OF INCORPORATION: DE FISCAL YEAR END: 0731 BUSINESS ADDRESS: STREET 1: 1344 CROSSMAN AVE. CITY: SUNNYVALE STATE: CA ZIP: 94089 BUSINESS PHONE: 408-227-4500 MAIL ADDRESS: STREET 1: 1344 CROSSMAN AVE. CITY: SUNNYVALE STATE: CA ZIP: 94089 FORMER COMPANY: FORMER CONFORMED NAME: ARUBA NETWORKS INC DATE OF NAME CHANGE: 20020518 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Melkote Keerti CENTRAL INDEX KEY: 0001393353 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33347 FILM NUMBER: 15880667 MAIL ADDRESS: STREET 1: ARUBA NETWORKS, INC. STREET 2: 1322 CROSSMAN AVENUE CITY: SUNNYVALE STATE: CA ZIP: 94089 4 1 edgardoc.xml PRIMARY DOCUMENT X0306 4 2015-05-18 1 0001173752 ARUBA NETWORKS, INC. ARUN 0001393353 Melkote Keerti 1344 CROSSMAN AVENUE SUNNYVALE CA 94089 1 1 0 0 Chief Technical Officer Common Stock 2015-05-18 4 M 0 10312.0 0.0 A 57223 D Common Stock 2015-05-18 4 A 0 30937.0 0.0 A 88160 D Common Stock 2015-05-18 4 D 0 88160.0 D 0 D Common Stock 2015-05-18 4 D 0 3328.0 D 0 I by Daughter Common Stock 2015-05-18 4 D 0 3328.0 D 0 I by Son Common Stock 2015-05-18 4 D 0 304.0 D 0 I by Spouse Common Stock 2015-05-18 4 D 0 1279568.0 D 0 I by Trust Non-Qualified Stock Option (right to buy) 7.58 2015-05-18 4 D 0 9000.0 D 2016-06-11 Common Stock 9000 0 D Restricted Stock Units 0.0 2015-05-18 4 A 0 36563.0 A 2015-05-18 2017-07-31 Common Stock 36563 36563 D Restricted Stock Units 0.0 2015-05-18 4 D 0 36563.0 D 2015-05-18 2017-07-31 Common Stock 36563 0 D Restricted Stock Units 0.0 2015-05-18 4 M 0 10312.0 D 2017-12-15 Common Stock 10312 30938 D Restricted Stock Units 0.0 2015-05-18 4 D 0 30938.0 D 2014-03-15 2017-12-15 Common Stock 0 0 D 10,312 of these Restricted Stock Units became fully vested and were settled for shares of Common Stock immediately prior to the consummation of the Merger, as defined below. Represents market stock units which became fully vested and were settled for shares of Common Stock immediately prior to the consummation of the Merger, as defined below. 53,003 shares were disposed of at the effective time of the merger of a subsidiary of Hewlett-Packard Company ("Hewlett-Packard") with and into the Issuer ("Merger") pursuant to the Agreement and Plan of Merger, dated as of March 2, 2015, by and among Hewlett-Packard Company, Aspen Acquisition Sub, Inc. and the Issuer (the "Merger Agreement") in exchange for $24.67 per share, without interest, and subject to deduction for any applicable withholding taxes (the "Merger Consideration"). 35,157 shares remain subject to time-based vesting and forfeiture conditions and were converted into such number of restricted stock units of Hewlett-Packard determined by multiplying the number of unvested restricted stock units by the Exchange Ratio, as defined below, rounded down to the nearest whole share and pursuant to the terms and conditions of the Merger Agreement. 3,328 shares were disposed of at the effective time of the Merger in exchange for the Merger Consideration. 304 shares were disposed of at the effective time of the Merger in exchange for the Merger Consideration. 1,279,568 shares were disposed of at the effective time of the Merger in exchange for the Merger Consideration. The NQ stock option, which became fully vested as of June 12, 2013, was canceled in the Merger in exchange for a cash payment, representing the excess of the Merger Consideration over the exercise price of the option multiplied by the number of shares subject to the NQ stock option. This is not a reportable field. 36,563 market stock units were earned on May 18, 2015 and became time-based restricted stock units subject to vesting in equal quarterly installments following May 18, 2015. 36,563 market stock units remain subject to time based vesting and forfeiture conditions and were converted into such number of restricted stock units of Hewlett-Packard determined by multiplying the number of unvested restricted stock units by the Exchange Ratio. 30,938 shares consist of restricted stock units that remain subject to time based vesting and forfeiture conditions and were converted into such number of restricted stock units of Hewlett-Packard determined by multiplying the number of unvested restricted stock units by a fraction, of which the numerator is equal to the Merger Consideration and the denominator is equal to the average closing price of a share of Hewlett-Packard common stock on the New York Stock Exchange for the five consecutive trading days immediately preceding (but not including) the closing date (the "Exchange Ratio"), rounded down to the nearest whole share and pursuant to the terms and conditions of the Merger Agreement. By: Carmen Elliott, Attorney in Fact For: Keerti Melkote 2015-05-20