-----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, Ok/BmcUi7c2YU+MT3Gr3snemuu7VpUBdkjy1Ho4U4sBqxdIOJG8/+xtbeebHd5dV Yq0uPwgJ+4whwbYhhB+0Vg== 0001209191-10-045057.txt : 20100903 0001209191-10-045057.hdr.sgml : 20100903 20100903135715 ACCESSION NUMBER: 0001209191-10-045057 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20100901 FILED AS OF DATE: 20100903 DATE AS OF CHANGE: 20100903 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: VIRTUSA CORP CENTRAL INDEX KEY: 0001207074 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROGRAMMING SERVICES [7371] IRS NUMBER: 000000000 BUSINESS ADDRESS: STREET 1: 2000 WEST PARK DRIVE CITY: WESTBOROUGH STATE: MA ZIP: 01581 BUSINESS PHONE: 508-389-7202 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Holler Thomas R CENTRAL INDEX KEY: 0001406395 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-33625 FILM NUMBER: 101057201 MAIL ADDRESS: STREET 1: 2000 WEST PARK DRIVE CITY: WESTBOROUGH STATE: MA ZIP: 01581 4 1 doc4.xml FORM 4 SUBMISSION X0303 4 2010-09-01 0 0001207074 VIRTUSA CORP VRTU 0001406395 Holler Thomas R C/O VIRTUSA CORPORATION 2000 WEST PARK DRIVE WESTBOROUGH MA 01581 0 1 0 0 EVP and COO Common Stock 2010-09-01 4 F 0 2381 9.00 D 92964 D common stock 2010-09-01 4 F 0 60 9.00 D 92904 D The reporting person was granted 120,000 shares of restricted stock under the Company's 2007 Stock Option and Incentive Plan on May 23, 2008 with a vesting commencement date of June 1, 2008. 12.5% of the restricted shares issued vested on June 1, 2008 with 6.25% of the restricted shares vesting each 3 month period thereafter in 14 equal installments. On September 1, 2010, 6.25% of the shares (i.e., 7,500 shares) vested and the Company withheld via an automatic net exercise provision in the restricted stock award agreement 2,381 vested shares to satisfy the reporting person's tax obligations triggered as of the vesting date. Includes 11,250 shares of performance based restricted stock granted under the Company's 2007 Plan in October 2008, which vest only upon the Company's achievement of certain revenue and operating income targets for each fiscal year over the next three fiscal years, commencing with the fiscal year ending March 31, 2011. The performance based restricted shares vest at a maximum of 3,750 shares per performance period upon achievement of applicable revenue and operating income targets for such fiscal year, with each fiscal year being a performance period. The grantee retains voting rights with respect to such shares unless and to the extent that such shares do not vest and are forfeited. The reporting person was granted 7,637 shares of performance based restricted stock granted on 8/5/09 under the Company's 2007 Stock Option and Incentive Plan, of which, 25% of the shares granted would vest only upon the Company's achievement of certain revenue and operating income targets for the fiscal year ending 3/31/2010. If these shares vest upon achievement of such targets, the remaining shares tied to such targets would vest in 12 equal installments each three month period following 6/1/2010. Based on the Company's revenue and operating income results for FY10, 764 shares immediately vested as of 5/17/2010 with 2,290 shares to vest in 12 equal installments each 3 month period following 6/1/10. On 9/1/10, 191 shares vested and the Company withheld 60 shares via a net exercise provision to satisfy tax obligations of the reporting person for such shares on vest. The grantee retains voting rights with respect to such shares unless such shares do not vest and are forfeited. /s/ Paul D. Tutun, Attorney in Fact 2010-09-03 EX-24.4_343744 2 poa.txt POA DOCUMENT Power of Attorney I, Thomas R. Holler, hereby constitute and appoint Kris A. Canekeratne, Ranjan Kalia and Paul D. Tutun, and each of them individually, as my true and lawful attorney-in-fact to: 1. Complete and execute on my behalf, as an executive officer and/or director of Virtusa Corporation. (the "Company") any Form ID or Forms 3, 4, or 5 required to be filed by it under Section 16(a) of the Securities Exchange Act of 1934 and the rules and regulations thereunder; 2. Do and perform any and all acts for and on my behalf which may be necessary or desirable to complete and execute any such Form ID or Forms 3, 4 or 5 and timely file such form with the U.S. Securities and Exchange Commission and any stock exchange or similar authority; and 3. Take any other action of any type whatsoever in connection with the foregoing, which in the opinion of such attorney-in-fact may be of benefit to, in the best interest of, or legally required of me, it being understood that the documents executed by such attorney-in-fact on my behalf pursuant to this Power of Attorney shall be in such form and shall contain such information as such attorney-in-fact may approve in such attorney-in-fact's discretion. I hereby grant to each of such attorneys-in-fact full power and authority to do and perform all and every act which is necessary, proper or desirable to be done in the exercise of any of the rights, powers and authority granted in this Power of Attorney, with full power of substitution and revocation, and I rarify and confirm every act that such attorney-in-fact lawfully performs or causes to be done by virtue of this Power of Attorney and the powers and authority granted herein. I acknowledge that the attorneys-in-fact appointed in this Power of Attorney, in serving in such capacity at my request, are not assuming, and the Company is not assuming, any of my responsibilities to comply with Section 16 of the Securities and Exchange Act of 1934 or the rules or regulations thereunder. This Power of Attorney shall remain in full force and effect until I am no longer required to file Forms 3, 4 or 5 with respect to my holding or transactions in securities issued by the Company, unless I earlier revoke this Power of Attorney in a signed writing delivered to the foregoing attorneys-in-fact. IN WITNESS WHEREOF, the undersigned has executed this Power of Attorney as of this 13th day of November, 2008. /s/ Thomas R. Holler Print Name: Thomas R. Holler STATE OF Massachusetts COUNTY OF Worcester On this 13th day of November, 2008, Thomas R. Holler personally appeared before me, and acknowledged that he executed the foregoing instrument for the purposes therein contained. IN WITNESS WHEREOF, I have hereunto set my hand and official seal. /s/Maryellen Donohoe Notary Public -----END PRIVACY-ENHANCED MESSAGE-----