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^*

Kramer Kelly A.

(Last)

(First)

(Middle)

170 WEST TASMAN DRIVE

(Street)

SAN JOSE

95134

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
01/01/2015

3. Issuer Name and Ticker or Trading Symbol
CISCO SYSTEMS, INC. [ CSCO ]

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	EVP and CFO

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)
Common Stock	412,500⁽¹⁾⁽²⁾⁽³⁾⁽⁴⁾	D

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)

Explanation of Responses:

1. Includes: (i) the 125,000 remaining unvested shares of a restricted stock unit award originally granted with respect to 250,000 shares of common stock on February 16, 2012, which award vests in four (4) successive equal annual installments, with the first twenty five percent (25%) of the shares vesting on February 11, 2013; (ii) the 50,000 remaining unvested shares of a restricted stock unit award originally granted with respect to 100,000 shares of common stock on June 14, 2012, which award vests in four (4) successive equal annual installments, with the first twenty-five percent (25%) of the shares vesting on June 11, 2013; (Continued on Footnotes 2, 3 and 4)

2. (Continued from Footnote 1) (iii) the 15,000 remaining unvested shares of a restricted stock unit award originally granted with respect to 30,000 shares of common stock on September 12, 2012, which award vests in four (4) successive equal annual installments, with the first twenty five percent (25%) of the shares vesting on September 11, 2013; (iv) the 37,500 remaining unvested shares of a restricted stock unit award originally granted with respect to 50,000 shares of common stock on September 18, 2013, which award vests in four (4) successive equal annual installments, with the first twenty five percent (25%) of the shares vesting on September 11, 2014; (Continued on Footnotes 3 and 4)

3. (Continued from Footnotes 1 and 2) (v) a restricted stock unit award with respect to 100,000 shares of common stock, which award was granted on May 29, 2014 and which vests in four (4) successive equal annual installments, with the first twenty five percent (25%) of the shares vesting on June 11, 2015; (vi) a restricted stock unit award with respect to 50,000 shares of common stock, which award was granted on September 10, 2014 and which vests in four (4) successive equal annual installments, with the first twenty five percent (25%) of the shares vesting on September 11, 2015; and (Continued on Footnote 4)

4. (Continued from Footnotes 1, 2 and 3) (vii) a restricted stock unit award with respect to 35,000 shares of common stock, which award was granted on November 21, 2014 and which vests in four (4) successive equal annual installments, with the first twenty five percent (25%) of the shares vesting on November 20, 2015.

Remarks:

	/s/ Kelly Kramer by Evan Sloves, Attorney-in-Fact	01/09/2015
	** 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.