SEC FORM 4

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^*

GECHT GUY

(Last)

(First)

(Middle)

303 VELOCITY WAY

(Street)

FOSTER CITY

94404

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
ELECTRONICS FOR IMAGING INC [ EFII ]

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

X	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Chief Executive Officer

3. Date of Earliest Transaction (Month/Day/Year)
02/09/2012

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	02/09/2012		M		17,383⁽¹⁾	A	⁽²⁾	234,408	D
Common Stock	02/09/2012		F		6,546⁽³⁾	D	$17.29	227,862	D
Common Stock	02/09/2012		M		26,074⁽⁴⁾	A	⁽²⁾	253,936	D
Common Stock	02/09/2012		F		9,563⁽³⁾	D	$17.29	244,373	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Restricted Stock Unit (RSU)	⁽⁵⁾	02/09/2012		M			17,383	⁽⁶⁾	03/10/2012	Common Stock	17,383	$0	0	D
Restricted Stock Unit (RSU)	⁽⁵⁾	02/09/2012		M			26,074	⁽⁷⁾	03/10/2012	Common Stock	26,074	$0	0	D
Restricted Stock Unit (RSU)	⁽⁵⁾	02/09/2012		A		18,631		⁽⁸⁾	03/11/2013	Common Stock	18,631	$18,631	18,631	D
Restricted Stock Unit (RSU)	⁽⁵⁾	02/09/2012		A		18,631		⁽⁹⁾	03/11/2013	Common Stock	18,631	$18,631	18,631	D

Explanation of Responses:

1. These shares of common stock result from vesting of performance-based (revenue) restricted stock units granted to the reporting person under the EFI 2011 Executive Team Performance Bonus Program.

2. Upon vesting, each restricted stock unit was converted into one share of Electronics For Imaging, Inc. common stock.

3. Represents shares of common stock withheld by the issuer for tax purposes upon vesting of the restricted stock units. This transaction is exempt under Rule 16b-3(e).

4. These shares of common stock result of vesting of performance-based (non-GAAP net income) restricted stock units granted to the reporting person under the EFI 2011 Executive Team Performance Bonus Program.

5. Each restricted stock unit represents a contingent right to receive one share of Electronics For Imaging, Inc. common stock.

6. This is a performance-based award granted in execution of the EFI 2011 Executive Team Performance Bonus Program. Based on the achievement of the issuer's 2011 revenue target and the minimum threshold, this restricted stock unit award vested in full on February 9, 2012.

7. This is a performance-based award granted in execution of the EFI 2011 Executive Team Performance Bonus Program. Based on the achievement of the issuer's 2011 non-GAAP operating income target and the minimum threshold, this restricted stock unit award vested in full on February 9, 2012.

8. This is a performance-based award granted in execution of the EFI 2012 Section 16 Officer - Executive Performance Bonus Program. The vesting of this restricted stock unit award will be determined based on the issuer's 2012 revenue target achievement, subject to the issuer achieving a minimum threshold for 2012 non-GAAP operating income (the "Minimum Threshold"). This award will vest in full or on pro-rata basis, if and as applicable, upon the review of the issuer's performance by the Compensation Committee of the Board of Directors of the issuer and confirmation that the applicable performance requirements have been satisfied (the "Determination Date"), on the later of (1) the first anniversary of the grant date or (2) the Determination Date, subject to Mr. Gecht's continued employment with the issuer through the vesting date; provided, however, that in no event will the vesting date occur later than March 11, 2013.

9. This is a performance-based award granted in execution of the EFI 2012 Section 16 Officer - Executive Performance Bonus Program. The vesting of this restricted stock unit award will be determined based on the issuer's 2012 non-GAAP operating income target achievement, subject also to the issuer achieving the Minimum Threshold. This award will vest in full or on pro-rata basis, if and as applicable, upon the review of the issuer's performance by the Compensation Committee of the Board of Directors of the issuer and confirmation that the applicable performance requirements have been satisfied, on the later of (1) the first anniversary of the grant date or (2) the Determination Date, subject to Mr. Gecht's continued employment with the issuer through the vesting date; provided, however, that in no event will the vesting date occur later than March 11, 2013.

	/s/ Guy Gecht	02/10/2012
	** Signature of Reporting Person	Date
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