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*
WALSH EDWARD J

(Last) (First) (Middle)
6000 NATHAN LANE NORTH

(Street)
PLYMOUTH MN 55442

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
COMPUTER NETWORK TECHNOLOGY CORP [ CMNT ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
VP Marketing and Business Dev
3. Date of Earliest Transaction (Month/Day/Year)
06/01/2005
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 06/01/2005 D 62,222(1) D (2) 0 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
Non-Qualified Stock Option (right to buy) $8.7812 06/01/2005 D 20,625 (3) 04/04/2011 Common Stock 20,625 (3) 0 D
Non-Qualified Stock Option (right to buy) $10.01 06/01/2005 D 939 (4) 04/25/2011 Common Stock 939 (4) 0 D
Non-Qualified Stock Option (right to buy) $10.4 06/01/2005 D 25,000 (5) 05/23/2011 Common Stock 25,000 (5) 0 D
Non-Qualified Stock Option (right to buy) $7.6875 06/01/2005 D 150,000 (6) 05/07/2012 Common Stock 150,000 (6) 0 D
Non-Qualified Stock Option (right to buy) $6 06/01/2005 D 50,000 (7) 06/02/2014 Common Stock 50,000 (7) 0 D
Explanation of Responses:
1. Includes award of 58,000 restricted stock units, all of which will vest upon completion of the merger.
2. Disposed of pursuant to Agreement and Plan of Merger among Issuer, McData Corporation and Condor Acqusition, Inc. in exchange for 5,488 shares of McData Class A common stock and 75,400 restricted stock units for McData Class A common stock, respectively, having a market value of $3.76 per share on the effective date of the merger, together with cash in lieu of fractional shares.
3. This fully vested option granted on April 5, 2001 was assumed by McData Corporation and replaced with an option to acquire 26,812 shares of McData Class A common stock for $6.75 per share, together with cash in lieu of fractional shares.
4. This fully vested option granted on April 25, 2001 was assumed by McData Corporation and replaced with an option to acquire 1,220 shares of McData Class A common stock for $7.70 per share, together with cash in lieu of fractional shares.
5. This fully vested option granted on May 24, 2001 was assumed by McData Corporation and replaced with an option to acquire 32,500 shares of McData Class A common stock for $8.00 per share.
6. This partially vested option, which was granted on May 8, 2002 and provided for vesting of 37,500 options on May 8, 2006, was assumed by McData Corporation and replaced with an option to acquire 195,000 shares of McData Class A common stock for $5.91 per share.
7. This option, which was granted on June 3, 2004 and provided for vesting in four equal annual installments beginning June 3, 2005, was assumed by McData Corporation and replaced with an option to acquire 65,000 shares of McData Class A common stock for $4.62 per share.
Remarks:
/s/ Gregory T. Barnum, Attorney-in-fact 06/01/2005
** 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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