SEC Form 4
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*
Berger Alexander R.

(Last) (First) (Middle)
C/O VRINGO, INC.
780 THIRD AVENUE, 15TH FLOOR

(Street)
NEW YORK NY 10017

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Vringo Inc [ VRNG ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
COO and Secretary
3. Date of Earliest Transaction (Month/Day/Year)
10/03/2012
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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, $0.01 par value per share 10/03/2012 X 170,455 A $1.76 2,036,455 I By ARB-A Investments Trust
Common Stock, $0.01 par value per share 10/03/2012 S 170,455 D $4.0018 1,866,000 I By ARB-A Investments Trust
Common Stock, $0.01 par value per share 10/03/2012 S 8,828 D $4.25 1,857,172 I By ARB-A Investments Trust
Common Stock, $0.01 par value per share 10/05/2012 X 30,312 A $1.76 1,887,484 I By ARB-A Investments Trust
Common Stock, $0.01 par value per share 10/05/2012 S 30,312 D $4.7128 1,857,172 I By ARB-A Investments Trust
Common Stock, $0.01 par value per share 675,000 (1) D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
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
Series 1 Warrants $1.76 10/03/2012 X 170,455 07/19/2012 07/19/2017 Common Stock 170,455 $1.76 233,429 I By ARB-A Investments Trust
Series 1 Warrants $1.76 10/05/2012 X 30,312 07/19/2012 07/19/2017 Common Stock 30,312 $1.76 203,117 I By ARB-A Investments Trust
Explanation of Responses:
1. These shares of common stock are represented by restricted stock units which vest over a four-year period, with 1/8 of the restricted stock units vesting on January 26, 2013 and 1/16 of the restricted stock units vesting ratably on a quarterly basis thereafter.
Remarks:
The transactions reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on August 31, 2012.
/s/ Alexander R. Berger 10/05/2012
** 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).
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