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*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
SYNIVERSE HOLDINGS INC [ SVR ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 03/31/2008 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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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, par value $0.001 per share | 03/31/2008 | F | 2,116 | D | $16.66 | 133,341 | D | |||
Common Stock, par value $0.001 per share | 03/31/2008 | D(1) | 24,000 | D | $0.0 | 109,341 | D |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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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 | ||||||||
Stock Options (right to buy) | $16.6 | 03/31/2008 | D(2) | 26,666 | (2) | 05/12/2016 | Common Stock | 26,666 | (3) | 13,334(4) | D | ||||
Stock Options (right to buy) | $16.6 | 03/31/2008 | A(2) | 26,666 | (2) | 12/31/2008 | Common Stock | 26,666 | (3) | 26,666(2) | D | ||||
Stock Options (right to buy) | $12.04 | 03/31/2008 | D(5) | 13,333 | (5) | 05/11/2017 | Common Stock | 13,333 | (3) | 26,667(4) | D | ||||
Stock Options (right to buy) | $12.04 | 03/31/2008 | A(5) | 13,333 | (5) | 12/31/2008 | Common Stock | 13,333 | (3) | 13,333(5) | D |
Explanation of Responses: |
1. Pursuant to Mr. Wilcock's separation agreement, unvested shares of restricted stock were forfeited. |
2. The reported transaction involved an amendment to an outstanding option to purchase 40,000 shares, resulting in the deemed cancellation of the "old" option and the grant of a replacement option. Mr. Wilcock's separation agreement provides that with respect to 13,333 options, previously set to vest on May 12, 2008, will now vest on March 31, 2008. The 13,333 options now vesting on March 31, 2008 and the 13,333 options that previously vested on May 12, 2007 were set to expire 90 days following Mr. Wilcock's termination from the Company will now expire on December 31, 2008. |
3. Per SEC instruction, column left blank. |
4. The remaining options will expire according to the terms of the Stock Option Award Agreement and the 2006 Long-Term Equity Incentive Plan. |
5. The reported transaction involved an amendment to an outstanding option to purchase 40,000 shares, resulting in the deemed cancellation of the "old" option and the grant of a replacement option. Mr. Wilcock's separation agreement provides that with respect to 13,333 options, previously set to vest on May 11, 2008, will now vest on March 31,2008. The options, previously set to expire 90 days following his termination from the Company, now expire on December 31, 2008. |
/s/ Jody S. Gale under a Power of Attorney | 04/02/2008 | |
** 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. | ||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |