SEC FORM 3

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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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1. Name and Address of Reporting Person^*

Joshi Aditya

(Last)

(First)

(Middle)

C/O INTRALINKS HOLDINGS, INC.

150 EAST 42ND STREET, 8TH FLOOR

(Street)

NEW YORK

10017

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
03/11/2015

3. Issuer Name and Ticker or Trading Symbol
IntraLinks Holdings, Inc. [ IL ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	EVP, Products

5. 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 Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Stock Option (right to buy)	⁽¹⁾	08/08/2024	Common Stock	63,348	$8.7	D
Restricted Stock Units	⁽²⁾	⁽²⁾	Common Stock	31,686	⁽³⁾	D
Restricted Stock Units	⁽⁴⁾	⁽⁴⁾	Common Stock	38,400	⁽³⁾	D
Restricted Stock Units	⁽⁵⁾	⁽⁵⁾	Common Stock	38,400	⁽³⁾	D

Explanation of Responses:

1. The reporting person was granted an option to purchase these shares pursuant to the Issuer's 2010 Equity Incentive Plan on August 8, 2014. 25% of the stock options will vest and become exercisable on August 31, 2015, and the remaining stock options vest and become exercisable equally on the last day of each month for the following 36 months.

2. The reporting person was granted restricted stock units pursuant to the Issuer's 2010 Equity Incentive Plan on August 8, 2014. 25% of the restricted stock units vest and become exercisable on August 31, 2015, and the remaining restricted stock units vest equally on the last day of each month for the following 36 months.

3. Restricted stock units granted by Issuer pursuant to its 2010 Equity Incentive Plan and qualified under Rule 16b-3(d). Each restricted stock unit represents a contingent right to receive one share of Common Stock of the Issuer.

4. The reporting person was granted restricted stock units pursuant to the Issuer's 2010 Equity Incentive Plan on February 3, 2015. The restricted stock units will only vest if, within five years from the grant date, the Issuer's Common Stock attains an average price of at least $16.00 per share for 20 consecutive trading days. If this performance criterion is met, the restricted stock units will vest in equal quarterly installments over one year, with the first 25% of the restricted stock units vesting on the quarterly anniversary of the date of achievement of the performance criterion.

5. The reporting person was granted restricted stock units pursuant to the Issuer's 2010 Equity Incentive Plan on February 3, 2015. 25% of the restricted stock units vest and settle on February 29, 2016, and the remaining restricted stock units vest equally on the last day of each month for the following 36 months.

Remarks:

Exhibit List: Exhibit 24.1 - Power of Attorney

	/s/ Jolie Siegel, Attorney-in-Fact	03/16/2015
	** 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 5 (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.