0000873044-12-000001.txt : 20120203 0000873044-12-000001.hdr.sgml : 20120203 20120203104009 ACCESSION NUMBER: 0000873044-12-000001 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20120126 FILED AS OF DATE: 20120203 DATE AS OF CHANGE: 20120203 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Agarwal Amit CENTRAL INDEX KEY: 0001540517 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 000-26844 FILM NUMBER: 12568274 MAIL ADDRESS: STREET 1: 5435 NE DAWSON CREEK DR. CITY: HILLSBORO STATE: OR ZIP: 97124 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: RADISYS CORP CENTRAL INDEX KEY: 0000873044 STANDARD INDUSTRIAL CLASSIFICATION: COMPUTER PERIPHERAL EQUIPMENT, NEC [3577] IRS NUMBER: 930945232 STATE OF INCORPORATION: OR FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 5435 NE DAWSON CREEK DR CITY: HILLSBORO STATE: OR ZIP: 97124 BUSINESS PHONE: 5036151100 MAIL ADDRESS: STREET 1: 5435 NE DAWSON CREEK DRIVE CITY: HILLSBORO STATE: OR ZIP: 97124 3 1 edgardoc.xml PRIMARY DOCUMENT X0204 3 2012-01-26 0 0000873044 RADISYS CORP RSYS 0001540517 Agarwal Amit 5435 NE DAWSON CREEK DRIVE HILLSBORO OR 97124 0 1 0 0 VP & GM, Trillium & MSBU Common Stock 12593 D Non-Qualified Stock Option (right to buy) 0.38 2011-07-16 2019-03-11 Common Stock 2446 D Non-Qualified Stock Option (right to buy) 0.38 2011-07-27 2019-08-26 Common Stock 10248 D Non-Qualified Stock Option (right to buy) 0.38 2011-07-10 2019-12-09 Common Stock 4077 D Non-Qualified Stock Option (right to buy) 0.77 2011-07-22 2020-04-21 Common Stock 8318 D Non-Qualified Stock Option (right to buy) 1.92 2011-12-18 2017-12-17 Common Stock 897 D Non-Qualified Stock Option (right to buy) 8.39 2012-07-08 2018-07-08 Common Stock 17500 D Restricted Stock Units 0 2012-07-08 Common Stock 7500 D Option is exercisable for 1/18th of the total option shares each month commencing July 16, 2011 and a portion of the shares are considered a Contingent Assumed Option that will only be released and available for exercise if and to the extent that Per Share Contingent Payment Amounts are paid to former stockholders of Continuous Computing. Option is exercisable for 1/26h of the total option shares each month commencing July 27, 2011 and a portion of the shares are considered a Contingent Assumed Option that will only be released and available for exercise if and to the extent that Per Share Contingent Payment Amounts are paid to former stockholders of Continuous Computing. Option is exercisable for 1/30th of the total option shares each month commencing July 10, 2011 and a portion of the shares are considered a Contingent Assumed Option that will only be released and available for exercise if and to the extent that Per Share Contingent Payment Amounts are paid to former stockholders of Continuous Computing. Option is exercisable for 1/34th of the total option shares each month commencing July 22, 2011 and a portion of the shares are considered a Contingent Assumed Option that will only be released and available for exercise if and to the extent that Per Share Contingent Payment Amounts are paid to former stockholders of Continuous Computing. Option was 100% vested on 12/18/2011 and is a Contingent Assumed Option that will only be released and available for exercise if and to the extent that Per Share Contingent Payment Amounts are paid to former stockholders of Continuous Computing. Vesting schedule is one year from the date of grant, option shall be exercisable for one-third of the total option shares and shall be exercisable in monthly increments equal to 1/36th of the total option shares, cumulatively, each month thereafter. Restricted stock units vest 33% per year on the anniversary of the grant date. One share of Common Stock will be automatically delivered to the reporting person for each restricted stock unit that vests. N/A By: Allen Muhich, Attorney-In-Fact For: Amit Agarwal 2012-01-31 EX-24 2 agarwal2012.txt EDGAR SUPPORTING DOCUMENT POWER OF ATTORNEY Know all by these presents, that the undersigned, an officer, director and/or shareholder of RadiSys Corporation the "Company"), hereby constitutes and appoints each of the ChiefExecutive Officer, the Vice President, Finance and the Chief Financial Officer, signing singly, the undersigned's true and lawful attorney-in-fact to: (1) prepare, execute in the undersigned's name and on the undersigned's behalf, and submit to the U.S. Securities and Exchange Commission (the "SEC") a Form ID, including amendments thereto, and any other documents necessary or appropriate to obtain codes and passwords enabling the undersigned to make electronic filings with the SEC of reports required by Section 16(a) of the Securities Exchange Act of 1934 or any rule or regulation of the SEC; (2) execute for and on behalf of the undersigned, in the undersigned's capacity as an officer and/or director of the Company, Forms 3, 4, and 5 in accordance with Section 16(a) of the Securities Exchange Act of 1934 and the rules thereunder, and any other forms or reports the undersigned may be required to file in connection with the undersigned's ownership, acquisition, or disposition of securities of the Company; (3) do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Form 3, 4, or 5, or other form or report, and timely file such form or report with the United States Securities and Exchange Commission and any stock exchange or similar authority; and (4) 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 by, the undersigned, it being understood that the documents executed by such attorney in fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney in fact may approve in such attorney in fact's discretion. The undersigned hereby grants to each such attorney in fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney in fact, or such attorney in fact's substitute or substitutes, shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing attorneys in fact, in serving in such capacity at the request of the undersigned, are not assuming, nor is the Company assuming, any of the undersigned's responsibilities to comply with Section 16 of the Securities Exchange Act of 1934. This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4, and 5 with respect to the undersigned's holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to the foregoing attorneys in fact. IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 23rd day of January, 2012. Signature: /s/ Amit Agarwal