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
ALTIGEN COMMUNICATIONS INC [ ATGN ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 07/21/2009 | ||||||||||||||||||||||||||
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 | 07/21/2009 | A | 10,000(1) | A | $0.00 | 548,515 | D | |||
Common Stock | 09/10/2009 | P | 1,071 | A | $0.8 | 549,586 | D | |||
Common Stock | 09/10/2009 | P | 4,100 | A | $0.82 | 553,686 | D | |||
Common Stock | 09/11/2009 | P | 4,829 | A | $0.82 | 558,515 | D | |||
Common Stock | 09/11/2009 | P | 5,300 | A | $0.81 | 563,815 | D | |||
Common Stock | 09/11/2009 | P | 2,375 | A | $0.84 | 566,190 | D | |||
Common Stock | 09/14/2009 | P | 518 | A | $0.81 | 566,708 | D | |||
Common Stock | 09/15/2009 | P | 1,000 | A | $0.82 | 567,708 | D | |||
Common Stock | 09/15/2009 | P | 3,197 | A | $0.8409 | 570,905 | D | |||
Common Stock | 09/15/2009 | P | 3,900 | A | $0.85 | 574,805 | D | |||
Common Stock | 09/15/2009 | P | 100 | A | $0.8539 | 574,905 | D | |||
Common Stock | 09/15/2009 | P | 200 | A | $0.8594 | 575,105 | D | |||
Common Stock | 09/15/2009 | P | 500 | A | $0.8599 | 575,605 | D | |||
Common Stock | 09/15/2009 | P | 3,300 | A | $0.86 | 578,905 | 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 | ||||||||
Employee Stock Option (right to buy) | $1.88 | 09/01/2009 | D | 300,000 | (2) | 04/03/2017 | Common Stock | 300,000 | (3) | 0 | D | ||||
Employee Stock Option (right to buy) | $0.86 | 09/01/2009 | A | 212,600 | (3) | 09/01/2019 | Common Stock | 212,600 | (3) | 212,600 | D | ||||
Employee Stock Option (right to buy) | $0.86 | 09/01/2009 | A | 87,400 | (3) | 09/01/2019 | Common Stock | 87,400 | (3) | 87,400 | D | ||||
Employee Stock Option (right to buy) | $1.3 | 09/01/2009 | D | 100,000 | (4) | 11/15/2017 | Common Stock | 100,000 | (5) | 0 | D | ||||
Employee Stock Option (right to buy) | $0.86 | 09/01/2009 | A | 83,706 | (5) | 09/01/2019 | Common Stock | 83,706 | (5) | 83,706 | D | ||||
Employee Stock Option (right to buy) | $0.86 | 09/01/2009 | A | 16,294 | (5) | 09/01/2019 | Common Stock | 16,294 | (5) | 16,294 | D |
Explanation of Responses: |
1. Grant of restricted stock award. 100% of shares granted vest on date of grant. |
2. The option provided for vesting as follows: 25% on 4/3/2008 then one 48th each month through 4/3/2011. |
3. On September 1, 2009, the Issuer cancelled, pursuant to the Issuer's option exchange program, an option granted to the Reporting Person on April 3, 2007. In exchange, the reporting person received a replacement option, for 212,600 shares, having an exercise price of $0.86 per share, which vests 100% on April 3, 2011and 87,400 shares having an exercise price of $0.86 per share, which vest if and when the closing price of our common stock equals or exceeds $2.50 per share. |
4. The option provided for vesting as follows: 25% on 11/15/2008 then one 48th each month through 11/15/2011. |
5. On September 1, 2009, the Issuer cancelled, pursuant to the Issuer's option exchange program, an option granted to the Reporting Person on November 15, 2007. In exchange, the reporting person received a replacement option, for 83,706 shares, having an exercise price of $0.86 per share, which vests 100% on November 15, 2011and 16,294 shares having an exercise price of $0.86 per share, which vest if and when the closing price of our common stock equals or exceeds $2.50 per share. |
/s/ Jeremiah J. Fleming | 09/15/2009 | |
** 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. |