-----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, GqCFSOZDzeJdO3axk1eqKjBDGUedf8ePQDQhZZe4eYpbDIZId/41LNOgsRN2xjWM E03o2hYNL+/p5gaMkwtvJw== 0001188667-03-000032.txt : 20030924 0001188667-03-000032.hdr.sgml : 20030924 20030924175421 ACCESSION NUMBER: 0001188667-03-000032 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20030924 FILED AS OF DATE: 20030924 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: WESTBROOK S TODD CENTRAL INDEX KEY: 0001188684 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-28562 FILM NUMBER: 03908808 BUSINESS ADDRESS: STREET 1: 127 JETPLEX CIR CITY: MADISON STATE: AL ZIP: 35758-8989 BUSINESS PHONE: 256-327-2270 MAIL ADDRESS: STREET 1: 127 JETPLEX CIR CITY: MADISON STATE: AL ZIP: 35758-8989 4 1 edgardoc.xml PRIMARY DOCUMENT X0201 4 2003-09-24 0 0000774937 VERILINK CORP VRLK 0001188684 WESTBROOK S TODD 127 JETPLEX CIR MADISON AL 35758-8989 0 1 0 0 VP of Operations Common Stock 2003-09-22 4 S 0 2000 3.9928 D 12896 D Common Stock 2003-09-23 4 S 0 700 4.0672 D 12196 D Common Stock 2003-09-24 4 S 0 5463 4.0421 D 6733 D Non-Qualified Stock Option (right to buy) 0.23 2002-06-26 2012-06-26 Common Stock 50000 50000 D Non-Qualified Stock Option (right to buy) 2.375 2000-12-07 2010-12-07 Common Stock 100000 100000 D Non-Qualified Stock Option (right to buy) 3.72 2013-08-25 Common Stock 25000 25000 D Non-Qualified Stock Option (right to buy) 11.625 2000-02-22 2010-02-22 Common Stock 100000 100000 D The sale reported in this Form 4 was effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on September 17, 2003. 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 immediately exercisable; however, they are subject to repurchase pursuant to the follwoing vesting schedule: 25% of the shares granted vested on 2/22/01 with an an additional 25% vesting each year thereafter until all shares are 100% vested on 02/22/04. 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. Shares are immediately exercisable; however, they are subject to repurchase pursuant to the following vesting schedule: 25% of the shares granted vest annually on the anniversary date of grant until the option is fully vested. By: C. W. Smith, as Power-of-Attorney For: S. Todd Westbrook 2003-09-24 EX-24 3 lpoastw.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 and Leigh S. Belden, or any of them, his or her true and lawful Attorneys-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 any 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 any of the undersigned's Attorneys-in-Fact in connection with said powers under paragraph 1 may rely fully upon their 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 Attorneys-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/S. Todd Westbrook Print Name: S. Todd Westbrook -----END PRIVACY-ENHANCED MESSAGE-----