0001209191-13-031723.txt : 20130611
0001209191-13-031723.hdr.sgml : 20130611
20130611204839
ACCESSION NUMBER: 0001209191-13-031723
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20130607
FILED AS OF DATE: 20130611
DATE AS OF CHANGE: 20130611
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
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: Flynn David A.
CENTRAL INDEX KEY: 0001521969
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35188
FILM NUMBER: 13907521
MAIL ADDRESS:
STREET 1: C/O FUSION-IO, INC.
STREET 2: 2855 E. COTTONWOOD PARKWAY, SUITE 100
CITY: SALT LAKE CITY
STATE: UT
ZIP: 84121
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2013-06-07
0
0001383729
FUSION-IO, INC.
FIO
0001521969
Flynn David A.
C/O FUSION-IO, INC.
2855 E. COTTONWOOD PKWY, SUITE 100
SALT LAKE CITY
UT
84121
1
0
0
0
Common Stock
2012-12-12
5
G
0
E
100000
0.00
D
307647
D
Common Stock
2012-12-14
5
G
0
E
100000
0.00
D
207647
D
Common Stock
2013-06-07
4
M
0
18750
0.00
A
18750
I
by DAF Ventures, Ltd.
Common Stock
3760147
I
by Sandusky Investments, LLC
Employee Stock Option (right to buy)
1.96
2012-12-12
5
G
0
E
260759
0.00
D
2020-05-27
Common Stock
260759
2097570
D
Employee Stock Option (right to buy)
1.96
2012-12-12
5
G
0
E
260759
0.00
A
2020-05-27
Common Stock
260759
260759
I
by DAF Ventures, Ltd.
Employee Stock Option (right to buy)
5.12
2012-12-12
5
G
0
E
460938
0.00
D
2021-01-24
Common Stock
460938
39062
D
Employee Stock Option (right to buy)
5.12
2012-12-12
5
G
0
E
460938
0.00
A
2021-01-24
Common Stock
460938
460938
I
by DAF Ventures, Ltd.
Employee Stock Option (right to buy)
19.00
2012-12-12
5
G
0
E
520000
0.00
D
2021-09-29
Common Stock
520000
0
D
Employee Stock Option (right to buy)
19.00
2012-12-12
5
G
0
E
520000
0.00
A
2021-09-29
Common Stock
520000
520000
I
by DAF Ventures, Ltd.
Employee Stock Option (right to buy)
30.15
2012-12-12
5
G
0
E
225000
0.00
D
2019-09-13
Common Stock
225000
0
D
Employee Stock Option (right to buy)
30.15
2012-12-12
5
G
0
E
225000
0.00
A
2019-09-13
Common Stock
225000
225000
I
by DAF Ventures, Ltd.
Restricted Stock Units
0.00
2012-12-12
5
G
0
E
225000
0.00
D
Common Stock
225000
0
D
Restricted Stock Units
0.00
2012-12-12
5
G
0
E
225000
0.00
A
Common Stock
225000
225000
I
by DAF Ventures, Ltd.
Restricted Stock Units
0.00
2013-06-07
4
M
0
18750
0.00
D
Common Stock
18750
206250
I
by DAF Ventures, Ltd.
DAF Ventures, Ltd. is controlled by Mr. Flynn and co-owned by Mr. Flynn. Mr. Flynn disclaims beneficial ownership of the shares held by DAF Ventures, Ltd. except to the extent of his pecuniary interest therein.
Sandusky Investments, LLC. is controlled by Mr. Flynn and co-owned by Mr. Flynn. Mr. Flynn disclaims beneficial ownership of the shares held by Sandusky Investments, LLC. except to the extent of his pecuniary interest therein. Note that the name of the entity has been corrected herein from Sandusky Investments, Ltd. to Sandusky Investments, LLC.
This award is fully exercisable as of June 7, 2013, pursuant to the separation agreement between the Issuer and Mr. Flynn dated May 30, 2013, which accelerated the unvested portion of the award.
62,500 shares subject to this award are exercisable as of June 7, 2013, reflecting acceleration of a portion of this award. Pursuant to the separation agreement between the Issuer and Mr. Flynn dated May 30, 2013, the vesting terms of the remainder of this award were modified to provide that this award vests as to 1/12th of the remaining shares subject to this award on June 7, 2013, and 1/12th of the remaining shares subject to this award vest monthly thereafter, subject to the Mr. Flynn's continued service through each such date. This award was originally granted for 500,000 shares and would have vested as to 1/24th of the shares subject to this award in equal monthly installments beginning February 25, 2014, subject to the Mr. Flynn's continued service.
335,833 shares subject to this award are exercisable as of June 7, 2013, reflecting acceleration of a portion of this award. Pursuant to the separation agreement between the Issuer and Mr. Flynn dated May 30, 2013, the vesting terms of the remainder of this award were modified to provide that this award vests as to 1/12th of the remaining shares subject to this award on June 7, 2013, and 1/12th of the remaining shares subject to this award vest monthly thereafter, subject to the Mr. Flynn's continued service through each such date. This award was originally granted for 520,000 shares and would have vested as to 1/48th of the shares subject to this award each month from the grant date, subject to the Mr. Flynn's continued service.
Pursuant to the separation agreement between the Issuer and Mr. Flynn dated May 30, 2013, the vesting terms of the award were modified to provide that the award vests as to 1/12th of the shares subject to the award on June 7, 2013, and 1/12th of the shares subject to the award vest monthly thereafter, subject to the Mr. Flynn's continued service through each such date. This award was originally subject to a performance-based metric related to revenue. If the metric was not achieved, the award would terminate. If the revenue metric was achieved, the option would have become subject to a service-based vesting in equal monthly installments over 12 months beginning on January 1, 2016.
Pursuant to the separation agreement between the Issuer and Mr. Flynn dated May 30, 2013, the vesting terms of the award were modified to provide that the award vests as to 1/12th of the shares subject to the award on June 7, 2013, and 1/12th of the shares subject to the award vest monthly thereafter, subject to the Mr. Flynn's continued service through each such date. This award was originally granted for 225,000 shares and would have vested as to 1/4th of the shares subject to the award on February 15, 2016, and as to 1/4th of the shares subject to the award quarterly thereafter, subject to Mr. Flynn's continued service.
/s/ Shawn J. Lindquist, Attorney-in-fact
2013-06-11