Form Type: 4

SEC EDGAR Link
Acccession Number:0001138639-19-000053
Date:2019-05-15
Issuer: INFINERA CORP (INFN)
Original Submission Date:

Reporting Person:

FALLON THOMAS J
C/O INFINERA CORPORATION
140 CASPIAN COURT SUNNYVALE, CA 94089

Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
Title of SecurityTransaction Date2a. Deemed Execution Date Transaction CodeSharesAcquired or DisposedPrice per share 5. Amount of Securities Beneficially Owned Following Reported Transaction 6. Ownership Form Direct or IndirectNature of Indirect Ownership
COMMON STOCK 2019-05-15 P 50,000 a $3.32 1,482,246 indirect f2
Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, convertible securities
Title of Derivative Security Conversion or Exercise Price of Derivative Security Transaction Date Deemed Execution Date Transaction Code Number of Derivative Securities Acquired (A) or Disposed of (D) Date ExercisableExpiration Date Title and Amount of Securities Underlying Derivative Security Price of Derivative Security Number of derivative Securities Beneficially Owned Following Reported Transaction(s) Ownership Form: Direct (D) or Indirect (I) Nature of Indirect Beneficial Ownership
EMPLOYEE STOCK OPTION (RIGHT TO BUY) 8.19 deemed execution date 0 ( ) 2019-11-23 common stock 90,056 $8.19 90,056 direct
EMPLOYEE STOCK OPTION (RIGHT TO BUY) 8.58 deemed execution date 0 ( ) 2021-02-10 common stock 14,286 $8.58 14,286 direct
EMPLOYEE STOCK OPTION (RIGHT TO BUY) 8.58 deemed execution date 0 ( ) 2021-02-10 common stock 32,965 $8.58 32,965 direct
EMPLOYEE STOCK OPTION (RIGHT TO BUY) 8.58 deemed execution date 0 ( ) 2021-02-10 common stock 30,475 $8.58 30,475 direct
EMPLOYEE STOCK OPTION (RIGHT TO BUY) 8.58 deemed execution date 0 ( ) 2021-02-10 common stock 182,250 $8.58 182,250 direct
RESTRICTED STOCK UNITS 0.0 deemed execution date 0 ( ) common stock 21,712 $0.00 21,712 direct
RESTRICTED STOCK UNITS 0.0 deemed execution date 0 ( ) common stock 57,415 $0.00 57,415 direct
RESTRICTED STOCK UNITS 0.0 deemed execution date 0 ( ) common stock 101,562 $0.00 101,562 direct
PERFORMANCE STOCK UNITS 0.0 deemed execution date 0 ( ) common stock 162,500 $0.00 162,500 direct
Footnotes
IDfootnote
f1 this price represents the weighted average purchase price of the shares bought in multiple transactions at prices ranging from $3.235 to $3.36 per share. upon request by the staff of the securities and exchange commission, infinera corporation (the "company") or a security holder of the company, mr. fallon will provide full information regarding the number of shares purchased at each separate price.
f2 these shares are held directly by the fallon family revocable trust dated 9/7/94, for which mr. fallon is a trustee.
f3 this option is fully-vested.
f4 each restricted stock unit ("rsu") represents a contingent right to receive one share of the company common stock.
f5 these rsus vest in four annual installments beginning on may 5, 2017.
f6 these rsus vest in four annual installments beginning on may 5, 2018.
f7 these rsus vest in four annual installments beginning on may 5, 2019.
f8 each performance stock unit ("psu") represents a contingent right to receive one share of common stock of the company.
f9 these psus become eligible to vest, if at all, within three years of the grant date if the closing price of the company's common stock is equal to or greater than $10.00 per share for 90 consecutive days. if the performance target is met prior to the expiration of the three-year term, a pro-rata portion of the psus will vest on the 5th of the month after the certification date and the remaining portion will vest on the 5th of the month after the end of the three-year term, subject to mr. fallon remaining a service provider through each such date. for example, if the performance target is met in the eighteenth month after the date of grant then half the shares will be eligible to vest, and the remaining half will vest after the expiration of the term.

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