SEC Form 4
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*
FOYO PETER A

(Last) (First) (Middle)
1875 EXPLORER STREET
SUITE 1000

(Street)
RESTON VA 20190

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
NII HOLDINGS INC [ NIHD ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
President, Nextel Mexico
3. Date of Earliest Transaction (Month/Day/Year)
01/23/2012
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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 01/23/2012 P (1) 100 A $19.34 70,149 (2) D
Common Stock 01/23/2012 P 100 A $19.35 70,249 D
Common Stock 01/23/2012 P 100 A $19.36 70,349 D
Common Stock 01/23/2012 P 400 A $19.37 70,749 D
Common Stock 01/23/2012 P 500 A $19.38 71,249 D
Common Stock 01/23/2012 P 200 A $19.39 71,449 D
Common Stock 01/23/2012 P 400 A $19.4 71,849 D
Common Stock 01/23/2012 P 200 A $19.41 72,049 D
Common Stock 01/23/2012 P 100 A $19.415 72,149 D
Common Stock 01/23/2012 P 500 A $19.42 72,649 D
Common Stock 01/23/2012 P 300 A $19.425 72,949 D
Common Stock 01/23/2012 P 300 A $19.43 73,249 D
Common Stock 01/23/2012 P 326 A $19.44 73,575 D
Common Stock 01/23/2012 P 1,200 A $19.45 74,775 D
Common Stock 01/23/2012 P 100 A $19.4525 74,875 D
Common Stock 01/23/2012 P 300 A $19.455 75,175 D
Common Stock 01/23/2012 P 200 A $19.46 75,375 D
Common Stock 01/23/2012 P 100 A $19.465 75,475 D
Common Stock 01/23/2012 P 600 A $19.47 76,075 D
Common Stock 01/23/2012 P 400 A $19.475 76,475 D
Common Stock 01/23/2012 P 900 A $19.48 77,375 D
Common Stock 01/23/2012 P 300 A $19.4825 77,675 D
Common Stock 01/23/2012 P 1,100 A $19.485 78,775 D
Common Stock 01/23/2012 P 1,200 A $19.49 79,975 D
Common Stock 01/23/2012 P 900 A $19.4925 80,875 D
Common Stock 01/23/2012 P 1,100 A $19.495 81,975 D
Common Stock 01/23/2012 P 2,400 A $19.5 84,375 D
Common Stock 01/23/2012 P 200 A $19.5025 84,575 D
Common Stock 01/23/2012 P 1,600 A $19.505 86,175 D
Common Stock 01/23/2012 P 100 A $19.51 86,275 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
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
Explanation of Responses:
1. The trades reported in this Form 4 were made pursuant to a Rule 10b-5-1 trading plan adopted by the reporting person on November 22, 2011.
2. The amount of securities beneficially owned following reported transactions on this column 5 of Table I includes 3,333 shares of restricted stock that vest on April 22, 2012; 2,967 shares of restricted stock that vest on April 23, 2012; 2,966 shares of restricted stock that vest on April 23, 2013; 6,552 shares of restricted stock that vest on April 20, 2012; 6,552 shares of restricted stock that vest on April 20, 2013; and 6,552 shares of restricted stock that vest on April 20, 2014.
Remarks:
The trades made by the reporting person are reported on 2 separate Form 4 filings. This is 1 of 2.
Shana Smith Attorney-in-Fact 01/25/2012
** 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.
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