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^*

Cappellanti-Wolf Amy L.

(Last)

(First)

(Middle)

350 ELLIS STREET

(Street)

MOUNTAIN VIEW

94043

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
SYMANTEC CORP [ SYMC ]

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

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	SVP, Chief Human Resource Off.

3. Date of Earliest Transaction (Month/Day/Year)
06/10/2019

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	06/10/2019		A		61,373⁽¹⁾	A	$0.00	328,055	D
Common Stock	06/12/2019		M		22,297	A	$19.19	350,352	D
Common Stock	06/12/2019		F		11,057⁽²⁾	D	$19.19	339,295	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)
Performance-based Restricted Stock Units	⁽³⁾	06/12/2019		A		37,157		⁽³⁾	⁽³⁾	Common Stock	37,157	$0.00	37,157⁽³⁾	D
Performance-based Restricted Stock Units	⁽³⁾	06/12/2019		M			22,297	⁽³⁾	⁽³⁾	Common Stock	22,297	$0.00	14,860⁽³⁾	D

Explanation of Responses:

1. Represents shares that are issuable pursuant to restricted stock units. 30% vests on June 1, 2020, 30% vests on June 1, 2021 and 40% vests on June 1, 2022.

2. Shares withheld by Symantec Corporation ("Symantec) to satisfy tax withholding requirements on vesting of performance-based restricted stock units (PRUs). No shares were sold.

3. On July 10, 2018, the Reporting Person was granted PRUs with a target of 78,620 shares. The PRU provides that, depending on the Issuer's achievement of the performance criteria for fiscal 2019, 0% to 200% of the target shares will be eligible to be earned at the end of fiscal 2019 (the "Grant 1 Eligible Shares"), subject to certain further adjustments, provided that the Reporting Person is employed by the Issuer through March 29, 2019 and April 3, 2020, as described herein. The performance criteria were partially satisfied, resulting in 37,157 shares becoming Grant 1 Eligible Shares for fiscal 2019. These shares vested as to 60% on March 29, 2019 and were released on June 12, 2019, and 40% will vest on April 3, 2020 subject to restrictions, including continued employment through such date.

Remarks:

	/s/ Philip Reuther, as attorney-in-fact for Amy L. Cappellanti-Wolf	06/12/2019
	** 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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