0001181431-14-027473.txt : 20140725
0001181431-14-027473.hdr.sgml : 20140725
20140725201932
ACCESSION NUMBER: 0001181431-14-027473
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20140723
FILED AS OF DATE: 20140725
DATE AS OF CHANGE: 20140725
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: FUSION-IO, INC.
CENTRAL INDEX KEY: 0001383729
STANDARD INDUSTRIAL CLASSIFICATION: COMPUTER STORAGE DEVICES [3572]
IRS NUMBER: 204232255
STATE OF INCORPORATION: DE
FISCAL YEAR END: 0630
BUSINESS ADDRESS:
STREET 1: 2855 E. COTTONWOOD PARKWAY, SUITE 100
CITY: SALT LAKE CITY
STATE: UT
ZIP: 84121
BUSINESS PHONE: 801-424-5500
MAIL ADDRESS:
STREET 1: 2855 E. COTTONWOOD PARKWAY, SUITE 100
CITY: SALT LAKE CITY
STATE: UT
ZIP: 84121
FORMER COMPANY:
FORMER CONFORMED NAME: FUSION MULTISYSTEMS INC
DATE OF NAME CHANGE: 20061214
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: BASKETT FOREST
CENTRAL INDEX KEY: 0001277631
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35188
FILM NUMBER: 14995328
4
1
rrd413505.xml
X0306
4
2014-07-23
1
0001383729
FUSION-IO, INC.
FIO
0001277631
BASKETT FOREST
1954 GREENSPRING DRIVE
SUITE 600
TIMONIUM
MD
21093
1
0
0
0
Common Stock
2014-07-23
4
U
0
15000
11.25
D
0
D
Common Stock
2014-07-23
4
U
0
7038379
11.25
D
0
I
See Note 2
Employee Stock Option (right to buy)
5.12
2014-07-23
4
J
0
50000
D
2021-02-18
Common Stock
50000
0
D
Restricted Stock Units
0
2014-07-23
4
J
0
15000
0
D
Common Stock
15000
0
D
The Reporting Person tendered the shares in exchange for $11.25 per share in a tender offer made by Flight Merger Sub, Inc., pursuant to an Agreement and Plan of Merger, dated June 16, 2014, among the Issuer, SanDisk Corporation and Flight Merger Sub, Inc. (the "Plan of Merger").
The Reporting Person is a manager of NEA 12 GP, LLC, which is the sole general partner of NEA Partners 12, Limited Partnership ("NEA Partners 12"). NEA Partners 12 is the sole general partner of New Enterprise Associates 12, Limited Partnership ("NEA 12"), the direct beneficial owner of the shares. The Reporting Person disclaims beneficial ownership within the meaning of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise of such portion of the NEA 12 shares in which the Reporting Person has no pecuniary interest.
Pursuant to the Plan of Merger, the stock option was exchanged for a cash payment from SanDisk of $6.13 per Share ($11.25 minus the per share exercise price of the stock option).
This stock option was deemed to be fully vested on July 23, 2014, in connection with the completion of the tender offer pursuant to the Plan of Merger.
The restricted stock units were deemed to be fully vested on July 23, 2014 in connection with the completion of the tender offer pursuant to the Plan of Merger, and pursuant to the Plan of Merger, were exchanged for a cash payment from SanDisk of $11.25 per share.
New Enterprise Associates 12, Limited Partnership, tendered the shares in exchange for $11.25 per share in a tender offer made by Flight Merger Sub, Inc., pursuant to the Plan of Merger.
/s/ Sasha Keough, attorney-in-fact
2014-07-25