SEC FORM 3

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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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1. Name and Address of Reporting Person^*

Vesuna Sarosh

(Last)

(First)

(Middle)

894 ROSS DRIVE

(Street)

SUNNYVALE

94089

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
06/01/2012

3. Issuer Name and Ticker or Trading Symbol
MERU NETWORKS INC [ MERU ]

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	GM, Higher Education

5. 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 Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	3,331	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Stock Option (right to buy)	⁽¹⁾	07/21/2018	Common Stock	6,538	$4.81	D
Stock Option (right to buy)	⁽²⁾	09/23/2019	Common Stock	19,230	$7.8	D
Stock Option (right to buy)	⁽³⁾	02/21/2020	Common Stock	13,460	$9.1	D
Stock Option (right to buy)	⁽⁴⁾	04/20/2021	Common Stock	6,500	$17.34	D
Restricted Stock Units⁽⁵⁾	⁽⁶⁾	04/20/2021	Common Stock	3,400	$0	D
Stock Option (right to buy)	⁽⁷⁾	11/07/2021	Common Stock	6,500	$5.54	D
Restricted Stock Units⁽⁵⁾	⁽⁸⁾	11/07/2021	Common Stock	26,000	$0	D
Stock Option (right to buy)	⁽⁹⁾	02/07/2022	Common Stock	10,000	$3.75	D
Restricted Stock Units⁽⁵⁾	⁽¹⁰⁾	02/07/2022	Common Stock	4,000	$0	D
Restricted Stock Units⁽⁵⁾	⁽¹¹⁾	02/07/2022	Common Stock	4,000	$0	D

Explanation of Responses:

1. The options are immediately exercisable and are subject to the Issuer's right of repurchase, which right lapses as to 25% of the shares on 1/06/2009 and 1/48th each full month thereafter.

2. The options are immediately exercisable and are subject to the Issuer's right of repurchase, which right lapses as to 1/48th on 10/23/2009 and 1/48th each full month thereafter.

3. The options are immediately exercisable and are subject to the Issuer's right of repurchase, which right lapses as to 25% of the shares on 2/10/11 and 1/48th each full month thereafter.

4. The option will vest in equal monthly installments commencing on February 1, 2011, such that 100% of the shares subject to the option will be fully vested and exercisable on January 1, 2015.

5. Each Restricted Stock Unit (RSU) represents a contingent right to receive one share of common stock of the issuer upon vesting.

6. The RSUs have been issued in two tranches, fifty percent (50%) of the RSUs will vest on January 1, 2014 and the vesting of the remaining fifty percent (50%) will be subject to the achievement of performance metrics in the Board of Directors' approved strategic plan. The shares, if any, will be vested on January 1, 2014.

7. The option will vest in equal monthly installments commencing on December 7, 2011, such that 100% of the shares subject to the option will be fully vested and exercisable on November 7, 2015.

8. The RSU will vest in two equal installments, fifty percent (50%) of the RSUs will vest on October 6, 2012 and the remaining fifty percent (50%) of the RSUs will vest on October 6, 2013.

9. The option will vest in equal monthly installments commencing on March 7, 2012, such that 100% of the shares subject to the option will be fully vested and exercisable on February 7, 2016. The option is subject to the Change of Control provisions described in the Form of Change of Control Agreement the Company filed with the Security and Exchange Commission.

10. 100% of the RSU will be fully vested on January 1, 2015. The RSU is subject to the Change of Control provisions described in the Form of Change of Control Agreement the Company filed with the Security and Exchange Commission.

11. The RSUs will be subject to the achievement of performance metrics approved by the Board of Directors. The shares, if any, will be vested on January 1, 2015. The RSU is subject to the Change of Control provisions described in the Form of Change of Control Agreement the Company filed with the Security and Exchange Commission.

	/s/ Richard Mosher, Attorney-in-fact	06/08/2012
	** 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 5 (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).
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