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*
(Street)
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2. Date of Event Requiring Statement
(Month/Day/Year) 03/12/2013 |
3. Issuer Name and Ticker or Trading Symbol
SILVER SPRING NETWORKS INC [ SSNI ] |
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4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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5. If Amendment, Date of Original Filed
(Month/Day/Year) |
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6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Beneficially Owned | |||
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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 | 44,621 | D |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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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) | ||
Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
Employee Stock Option (Right to Buy) | (1) | 12/27/2015 | Common Stock | 30,500 | $0.1 | D | |
Employee Stock Option (Right to Buy) | (1) | 05/31/2017 | Common Stock | 30,000 | $1.1 | D | |
Employee Stock Option (Right to Buy) | (1) | 12/13/2017 | Common Stock | 47,500 | $1.1 | D | |
Employee Stock Option (Right to Buy) | (1) | 12/22/2018 | Common Stock | 100,000 | $3.6 | D | |
Employee Stock Option (Right to Buy) | (2) | 01/21/2020 | Common Stock | 20,000 | $34.9(3) | D | |
Restricted Stock Units | (4) | (4) | Common Stock | 12,500 | $0(5) | D | |
Restricted Stock Units | (6) | (6) | Common Stock | 1,600 | $0(5) | D | |
Employee Stock Option (Right to Buy) | (7) | 01/31/2022 | Common Stock | 10,000 | $42.45(3) | D | |
Restricted Stock Units | (8) | (8) | Common Stock | 10,000 | $0(5) | D |
Explanation of Responses: |
1. Fully vested. |
2. The stock option is vested as to 1/4th of the total number of shares on January 22, 2011 and thereafter shall vest as to 1/48th of the total number of shares in equal monthly installments. |
3. The Issuer's Board of Directors previously approved the modification of stock options held by current employees and directors as of the date of the Issuer's initial public offering with an exercise price of $34.90 per share or greater to reduce the exercise price to a price equal to $17.00 (the price of the Issuer's common stock offered to the public in the Issuer's initial public offering). |
4. The restricted stock units vest and release as to 1/4th of the total number of shares on January 15, 2012 and thereafter shall vest and release as to 1/4th of the total number of shares in equal annual installments. Shares of the Issuer's common stock will be delivered to the Reporting Person following vesting. |
5. Each restricted stock unit represents a contingent right to receive 1 share of the Issuer's Common Stock upon settlement for no consideration. |
6. The restricted stock units are 100% vested as of the date of the Issuer's initial public offering. Shares of the Issuer's common stock will be delivered to the Reporting Person following vesting. |
7. The stock option is vested as to 1/4th of the total number of shares on December 22, 2012 and thereafter shall vest as to 1/48th of the total number of shares in equal monthly installments. |
8. The restricted stock units are 1/4th vested as of the date of the Issuer's initial public offering and thereafter shall vest as to 1/4th of the total number of restricted stock units originally granted in equal annual installments. Shares of the Issuer's common stock will be delivered to the Reporting Person following vesting. |
Remarks: |
/s/ Eric Dresselhuys by Lanson Wan, Attorney-in-Fact | 03/12/2013 | |
** 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). | ||
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. |