-----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, G5pYRNf7RUCwj7RSCRKfdiwkoRA68FDXWvxFjjviMVbifEQicZzeUqUFPcmw1i6L X34+0QIyfabFk1G8bVbZnw== 0001188667-03-000024.txt : 20030919 0001188667-03-000024.hdr.sgml : 20030919 20030919163645 ACCESSION NUMBER: 0001188667-03-000024 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20030917 FILED AS OF DATE: 20030919 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: VERILINK CORP CENTRAL INDEX KEY: 0000774937 STANDARD INDUSTRIAL CLASSIFICATION: TELEPHONE & TELEGRAPH APPARATUS [3661] IRS NUMBER: 942857548 STATE OF INCORPORATION: DE FISCAL YEAR END: 0627 BUSINESS ADDRESS: STREET 1: 127 JETPLEX CIR CITY: MADISON STATE: AL ZIP: 35758-8989 BUSINESS PHONE: 256-327-2001 MAIL ADDRESS: STREET 1: 127 JETPLEX CIR CITY: MADISON STATE: AL ZIP: 35758-8989 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: BELDEN LEIGH S CENTRAL INDEX KEY: 0001033986 STATE OF INCORPORATION: AL FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-28562 FILM NUMBER: 03902941 BUSINESS ADDRESS: STREET 1: 127 JETPLEX CIR CITY: MADISON STATE: AL ZIP: 35758-8989 BUSINESS PHONE: 256-327-2300 MAIL ADDRESS: STREET 1: 127 JETPLEX CIR CITY: MADISON STATE: AL ZIP: 35758-8989 4 1 edgardoc.xml PRIMARY DOCUMENT X0201 4 2003-09-17 0 0000774937 VERILINK CORP VRLK 0001033986 BELDEN LEIGH S 127 JETPLEX CIR MADISON AL 35758-8989 1 1 1 0 Director, President and CEO Common Stock 2003-09-17 4 A 0 22631 0 A 22631 D Common Stock 841045 I a Common Stock 1000000 I b Common Stock 1050 I c Common Stock 186552 I d Common Stock 186552 I f Common Stock 186552 I g Non-Qualified Stock Option (right to buy) 0.69 2002-02-01 2012-02-01 Common Stock 800000 800000 D Non-Qualified Stock Option (right to buy) 1.191 2013-02-05 Common Stock 400000 400000 D Non-Qualified Stock Option (right to buy) 2.25 2009-11-16 Common Stock 80000 80000 D Non-Qualified Stock Option (right to buy) 2.875 2002-05-03 2009-05-03 Common Stock 21543 21543 D Non-Qualified Stock Option (right to buy) 3.72 2013-08-25 Common Stock 50000 50000 D Stock grant under the Company's 2002 Stock Incentive Plan Shares owned by Leigh S. Belden and Deborah Tinker Belden, or their successors, Trustees U/A dated 12/09/88. Shares owned by Beltech, Inc., a Nevada Corporation of which Mr. Belden is director and President and Leigh S. Belden and Deborah Tinker Belden, or their successors, Trustees U/A dated 12/09/88 is the sole shareholder. Shares owned by Baytech Associates, a California general partnership in which Mr. Belden has a 50% general partner interest. Shares owned by Trusts for Mr. Belden's minor child--125,368 shares by the Trust of Morgan Hood Adams Belden Irrevocable Trust U/A dated 12/28/84 and 61,184 shares by the Morgan Belden 1996 Irrevocable Trust dated 4/10/96. Shares owned by Trusts for Mr. Belden's minor child--125,368 Scott Thomas Belden Trust U/A dated 07/19/93 and 61,184 shares by the Scott Belden Irrevocable Trust dated 04/10/96. Shares are immediately exercisable; however, they are subject to repurchase pursuant to the following vesting schedule: 1/48th of the shares granted vest monthly until the option is fully vested in four years. Shares are exerciseable as follows: 25% of the shares will be exerciseable one year from the grant date and an additional 1/48th of the shares will be exerciseable each month thereafter until the fourth anniversary of the grant date at which point all shares will be exerciseable. Option vests at the rate of 33.3% of the total shares granted annually until the option is fully vested. Option vests at the rate of 1/12th of the total shares granted per month beginning in the thirty-seventh month until the option is fully vested in four years. By: C. W. Smith, as Power-of-Attorney For: Leigh S. Belden 2003-09-19 EX-24 3 lpoalsb.txt EDGAR SUPPORTING DOCUMENT LIMITED POWER OF ATTORNEY for Section 16 Filings KNOW ALL MEN BY THESE PRESENTS that the undersigned has constituted, made and appointed, and by these presents does make, constitute and appoint C.W. Smith, his or her true and lawful Attorney-in-Fact, who may do for the undersigned and on his or her behalf all of the following: (i) to execute and deliver any filings made with respect to the undersigned under Section 16 of the Securities Exchange Act of 1934, as amended, relating to the securities of Verilink Corporation, a Delaware corporation; and (ii) to do, execute and perform any other act, matter or thing whatsoever that ought to be done, executed and performed or in the opinion of the Attorneys- in-Fact ought to be done, executed or performed in or about the performance of the foregoing powers set forth in paragraph 1 hereof. All parties dealing with the undersigned's Attorney-in-Fact in connection with said powers under paragraph 1 may rely fully upon his power and authority herein, to act for the undersigned and on his or her behalf and in his or her name, and such parties shall be fully protected in so acting, prior to their receipt of notice of any termination hereof by operation of law or otherwise and to such effect the undersigned is hereby bound. The undersigned has ratified and confirmed, and by these presents does hereby ratify and confirm all that the Attorney-in-Fact appointed hereby may lawfully do by virtue hereof. IN WITNESS WHEREOF, the undersigned has granted this Limited Power of Attorney as of the 18th day of September 2003. Signature: /s/Leigh S. Belden Print Name: Leigh S. Belden -----END PRIVACY-ENHANCED MESSAGE-----