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
SUN MICROSYSTEMS, INC. [ JAVA ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 11/12/2007 | ||||||||||||||||||||||||||
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 | 11/12/2007 | S(10) | 0.5 | D | $10.35 | 500,138(1) | 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(2) | $146.8752 | (3) | 12/15/2007 | Common Stock | 30,000 | 30,000 | D | ||||||||
Employee Stock Option(2) | $160 | (3) | 04/12/2010 | Common Stock | 17,500 | 17,500 | D | ||||||||
Employee Stock Option(2) | $180.1252 | (3) | 06/13/2010 | Common Stock | 7,500 | 7,500 | D | ||||||||
Employee Stock Option(2) | $74.32 | (3) | 04/18/2011 | Common Stock | 50,000 | 50,000 | D | ||||||||
Employee Stock Option(2) | $50.36 | (3) | 11/07/2011 | Common Stock | 18,750 | 18,750 | D | ||||||||
Employee Stock Option(2) | $50.36 | (3) | 11/07/2011 | Common Stock | 18,750 | 18,750 | D | ||||||||
Employee Stock Option(2) | $36.56 | (3) | 03/19/2012 | Common Stock | 50 | 50 | D | ||||||||
Employee Stock Option(2) | $25.8 | (3) | 05/02/2012 | Common Stock | 50,000 | 50,000 | D | ||||||||
Employee Stock Option(2) | $14.8 | (3) | 07/25/2012 | Common Stock | 75,000 | 75,000 | D | ||||||||
Employee Stock Option(2) | $15.4 | (4) | 07/23/2013 | Common Stock | 125,000 | 125,000 | D | ||||||||
Employee Stock Option(2) | $15.6 | (5) | 04/30/2014 | Common Stock | 250,000 | 250,000 | D | ||||||||
Employee Stock Option (Right to Buy)(2) | $15.16 | (6) | 07/29/2014 | Common Stock | 200,000 | 200,000 | D | ||||||||
Employee Stock Option (Right to Buy)(2) | $15.4 | (7) | 07/28/2015 | Common Stock | 225,000 | 225,000 | D | ||||||||
Employee Stock Option (Right to Buy)(2) | $19.8 | (8) | 04/27/2016 | Common Stock | 500,000 | 500,000 | D | ||||||||
Employee Stock Option (Right to Buy)(2) | $20.4 | (9) | 07/31/2017 | Common Stock | 500,000 | 500,000 | D |
Explanation of Responses: |
1. Includes 12,500 shares of unvested restricted stock. |
2. This option was granted under the Sun Microsystems, Inc. 1990 Long-Term Equity Incentive Plan. |
3. Immediately. |
4. The remainder of this option vests in one annual installment of 25,000 shares on the fifth anniversary of the date of grant. |
5. The remainder of this option vests in two equal annual installments of 50,000 shares on each of the fourth and fifth anniversaries of the date of grant. |
6. The remainder of this option vests in two equal annual installments of 40,000 shares on each of the fourth and fifth anniversaries of the date of grant. |
7. The remainder of this option vests in three equal annual installments of 45,000 shares on each of the third, fourth and fifth anniversaries of the date of grant. |
8. The remainder of this option vests in four equal annual installments of 100,000 shares on each of the second, third, fourth and fifth anniversaries of the date of grant. |
9. This option vests and becomes exercisable in five equal annual installments of 100,000 shares beginning on July 31, 2008. |
10. This transaction represents the purchase by Sun Microsystems, Inc. of a fractional share of Common Stock resulting from the company's one-for-four reverse stock split effective November 12, 2007 at a purchase price of $20.71 per share, which was the average closing price as reported on NASDAQ for the four trading days preceding the effective date. |
/s/ Jonathan I. Schwartz | 11/13/2007 | |
** 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. |