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
VIRTUSA CORP [ VRTU ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 11/05/2012 | ||||||||||||||||||||||||||
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 | 11/05/2012 | J(1) | 1,766,698 | D | (1) | 0 | I | Held by Sigma Partners V, L.P.(2) | ||
Common Stock | 11/05/2012 | J(3) | 392,400 | D | (3) | 0 | I | Held by Sigma Associates V. L.P.(2) | ||
Common Stock | 11/05/2012 | J(4) | 103,686 | D | (4) | 0 | I | Held by Sigma Investors V, L.P.(2) | ||
Common Stock | 08/05/2011 | J(5) | 220,373 | A | (5) | 388,599 | 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 |
Explanation of Responses: |
1. These shares were distributed to the limited partners of Sigma Partners V, L.P. without the receipt of consideration (under the terms of the applicable limited partnership agreements with the limited partners and Sigma Partners V, L.P.). |
2. The reporting person may be deemed to be the beneficial owner of these shares as he is the managing director and general partner of Sigma Partners V, L.P., Sigma Associates V, L.P. and Sigma Investors V, L.P. The reporting person disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or any other purpose. |
3. These shares were distributed to the limited partners of Sigma Associates V, L.P. without the receipt of consideration (under the terms of the applicable limited partnership agreements with the limited partners and Sigma Associates V, L.P.). |
4. These shares were distibuted to the limited partners of Sigma Investors V, L.P. without the receipt of consideration (under the terms of the applicable limited partnership agreements with the limited partners and Sigma Investors V, L.P.). |
5. These shares include shares which were distributed to the reporting person without the receipt of consideration (i) from Sigma Partners V (via Sigma Management V as the General Partner of Sigma Partners V)(160,400), (ii) from Sigma Investors V (by Sigma Management V, as General Partner of Sigma Investors V (361), and (iii) from Sigma Associates V (59,612), in each case, under applicable partnership agreements directly or indirectly between the reporting person and applicable Sigma Partner entities. These transactions are exempt under Rules 16a-9 and 16a-13 of the Securities Exchange Act of 1934, as amended. |
Remarks: |
Paul D. Tutun, Attorney in Fact | 11/06/2012 | |
** 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. | ||
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. |