SEC FORM 4

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^*

ALBERDING RICHARD C

(Last)

(First)

(Middle)

471 BRIGHTON DRIVE

(Street)

BLOOMINGDALE

60108

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
PC TEL INC [ PCTI ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
06/13/2012

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common	06/13/2012		M		7,109	A	$0.00⁽¹⁾	7,109	D
Common	06/13/2012		M		7,155	A	$0.00⁽¹⁾	14,264	D
Common	06/13/2012		M		97	A	$0.00⁽¹⁾	14,361	D
Common	06/13/2012		M		86	A	$0.00⁽¹⁾	14,447	D
Common	06/13/2012		M		88	A	$0.00⁽¹⁾	14,535	D
Common	06/13/2012		M		6,860	A	$0.00⁽¹⁾	21,395	D
Common	06/13/2012		Z⁽²⁾		21,395	D	$6.45	0	D
Common	06/13/2012		Z⁽²⁾		21,395	A	$6.45	27,839	I	Richard C. Alberding Revocable Trust

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Restricted Stock Units	⁽³⁾	06/13/2012		M			7,109	⁽⁴⁾	⁽⁴⁾	Common Stock	7,109	$0.00	14,286	D
Restricted Stock Units	⁽³⁾	06/13/2012		M			97	⁽⁴⁾	⁽⁴⁾	Common Stock	97	$0.00	14,189	D
Restricted Stock Units	⁽³⁾	06/13/2012		M			86	⁽⁴⁾	⁽⁴⁾	Common Stock	86	$0.00	14,103	D
Restricted Stock Units	⁽³⁾	06/13/2012		M			88	⁽⁴⁾	⁽⁴⁾	Common Stock	88	$0.00	14,015	D
Restricted Stock Units	⁽³⁾	06/13/2012		M			6,860	⁽⁴⁾	⁽⁴⁾	Common Stock	6,860	$0.00	7,155	D
Restricted Stock Units	⁽³⁾	06/13/2012		M			7,155	⁽⁴⁾	⁽⁴⁾	Common Stock	7,155	$0.00	0	D

Explanation of Responses:

1. Common Stock acquired by conversion of Restricted Stock Units pursuant to the Director's retirement benefits election in his Deferred Stock Plan.

2. Transfer of shares to Richard C. Alberding TTEE, Richard C. Alberding Revocable Trust U/A dtd 01/04/2005

3. Each restricted stock unit represents a contingent right to receive one share of PCTEL stock

4. The restricted stock vested on various grant dates as previously reported. Includes additional restricted stock units acquired as a result of dividend equivalents issued by the Company. The restricted stock units are being delivered to Director pursuant to the terms of his Deferred Stock Plan and Director's last properly submitted Election Form.

Remarks:

	Michelle Henry, Attorney-in-fact	06/14/2012
	** 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).
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