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^*

ZINGALE ANTHONY

(Last)

(First)

(Middle)

C/O JIVE SOFTWARE, INC.

300 ORCHARD CITY DRIVE, SUITE 100

(Street)

CAMPBELL

95008

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
Jive Software, Inc. [ JIVE ]

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

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

3. Date of Earliest Transaction (Month/Day/Year)
06/12/2017

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	06/12/2017		D		221,713	D	⁽¹⁾⁽²⁾	0	D
Common Stock	06/12/2017		D		110,000	D	⁽²⁾	0	I	See footnote⁽³⁾
Common Stock	06/12/2017		D		34	D	⁽²⁾	0	I	See footnote⁽⁴⁾
Common Stock	06/12/2017		D		2,000	D	⁽²⁾	0	I	See footnote⁽⁵⁾

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)
Stock Option (right to buy)	$17.41	06/12/2017		D			56,250	⁽⁶⁾	05/22/2022	Common Stock	56,250	$0.00	0	D
Stock Option (right to buy)	$16.9	06/12/2017		D			50,000	⁽⁶⁾	05/31/2023	Common Stock	50,000	$0.00	0	D
Stock Option (right to buy)	$8.14	06/12/2017		D			150,000	⁽⁶⁾	03/01/2024	Common Stock	150,000	$0.00	0	D

Explanation of Responses:

1. Certain of these securities were restricted stock units ("RSUs") that represented the Reporting Person's right to receive Common Stock shares of the Issuer. The RSUs were cancelled and converted automatically into the right to receive cash, as described in the Merger Agreement.

2. Each outstanding share of the Common Stock of the Issuer was converted into the right to receive $5.25 per share in cash, as described in the Merger Agreement.

3. Shares held by The Anthony Zingale CRUT UA DTD 12/16/2012, for which the Reporting Person serves as the trustee and beneficiary.

4. Shares held by The Anthony Zingale Living Trust, for which the Reporting Person serves as the trustee and beneficiary.

5. Shares held by The Sam Maxwell Zingale Trust U/A DTD 12-11-00, for which the Reporting Person serves as a co-trustee.

6. Each outstanding option of the Issuer was either converted into the right to receive cash, or was cancelled without any cash payment or other consideration, as described in the Merger Agreement.

Remarks:

	/s/ Lisa Jurinka, by power of attorney	06/12/2017
	** 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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