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^*

LUDWIG JOHN J

(Last)

(First)

(Middle)

C/O BRIGHTPOINT, INC.

7635 INTERACTIVE WAY, SUITE 200

(Street)

INDIANAPOLIS

46278

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
BRIGHTPOINT INC [ CELL ]

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

Director		10% Owner
Officer (give title below)	X	Other (specify below)
		EVP & CFO Brightpoint Americas

3. Date of Earliest Transaction (Month/Day/Year)
05/31/2012

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	05/31/2012		M		4,000	A	$0.00	15,799	D
Common Stock	05/31/2012		F		1,250	D	$4.87	14,549	D
Common Stock	05/31/2012		M		4,000	A	$0.00	18,549	D
Common Stock	05/31/2012		F		1,250	D	$4.87	17,299	D
Common Stock	05/31/2012		M		4,000	A	$0.00	21,299	D
Common Stock	05/31/2012		F		1,250	D	$4.87	20,049	D
Common Stock	05/31/2012		M		4,000	A	$0.00	24,049	D
Common Stock	05/31/2012		F		1,250	D	$4.87	22,799	D
Common Stock	05/31/2012		M		1,806	A	$0.00	24,605	D
Common Stock	05/31/2012		F		565	D	$4.87	24,040	D
Common Stock	05/31/2012		M		1,806	A	$0.00	25,846	D
Common Stock	05/31/2012		F		565	D	$4.87	25,281	D
Common Stock	05/31/2012		M		1,667	A	$0.00	26,948	D
Common Stock	05/31/2012		F		521	D	$4.87	26,427	D
Common Stock	05/31/2012		M		1,666	A	$0.00	28,093	D
Common Stock	05/31/2012		F		521	D	$4.87	27,572	D
Common Stock	05/31/2012		M		25,000	A	$0.00	52,572	D
Common Stock	05/31/2012		F		7,813	D	$4.87	44,759	D
Common Stock	05/31/2012		M		2,934	A	$0.00	47,693	D
Common Stock	05/31/2012		F		917	D	$4.87	46,776	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 Units	$0.00⁽¹⁾	05/31/2012		M			4,000	⁽²⁾	⁽²⁾	Common Stock	4,000	$0.00	12,000	D
Restricted Stock Units	$0.00⁽¹⁾	05/31/2012		M			4,000	⁽³⁾	⁽³⁾	Common Stock	4,000	$0.00	8,000	D
Restricted Stock Units	$0.00⁽¹⁾	05/31/2012		M			4,000	⁽⁴⁾	⁽⁴⁾	Common Stock	4,000	$0.00	4,000	D
Restricted Stock Units	$0.00⁽¹⁾	05/31/2012		M			4,000	⁽⁵⁾	⁽⁵⁾	Common Stock	4,000	$0.00	0	D
Restricted Stock Units	$0.00⁽¹⁾	05/31/2012		M			1,806	⁽⁶⁾	⁽⁶⁾	Common Stock	1,806	$0.00	1,806	D
Restricted Stock Units	$0.00⁽¹⁾	05/31/2012		M			1,806	⁽⁷⁾	⁽⁷⁾	Common Stock	1,806	$0.00	0	D
Restricted Stock Units	$0.00⁽¹⁾	05/31/2012		M			1,667	⁽⁸⁾	⁽⁸⁾	Common Stock	1,667	$0.00	1,666	D
Restricted Stock Units	$0.00⁽¹⁾	05/31/2012		M			1,666	⁽⁹⁾	⁽⁹⁾	Common Stock	1,666	$0.00	0	D
Restricted Stock Units	$0.00⁽¹⁾	05/31/2012		M			25,000	⁽¹⁰⁾	⁽¹⁰⁾	Common Stock	25,000	$0.00	0	D
Restricted Stock Units	$0.00⁽¹⁾	05/31/2012		M			2,934	⁽¹¹⁾	⁽¹¹⁾	Common Stock	2,934	$0.00	0	D

Explanation of Responses:

1. Each Restricted Stock Unit ("RSU") represents a contingent right to receive one share of the Registrant's common stock.

2. 16,000 RSUs were awarded January 4, 2010 and were scheduled to vest in four equal installments on each of the 4th, 5th, 6th and 7th anniversary of the date of grant. Due to Executive's departure from Brightpoint, Inc. the vesting of the 4,000 RSUs originally scheduled to vest on the 4th anniversary of the date of grant was accelerated and vested on May 31, 2012.

3. 16,000 RSUs were awarded January 4, 2010 and were scheduled to vest in four equal installments on each of the 4th, 5th, 6th and 7th anniversary of the date of grant. Due to Executive's departure from Brightpoint, Inc. the vesting of the 4,000 RSUs scheduled to vest on the 5th anniversary of the date of grant was accelerated and vested on May 31, 2012.

4. 16,000 RSUs were awarded January 4, 2010 and were scheduled to vest in four equal installments on each of the 4th, 5th, 6th and 7th anniversary of the date of grant. Due to Executive's departure from Brightpoint, Inc. the vesting of the 4,000 RSUs scheduled to vest on the 6th anniversary of the date of grant was accelerated and vested on May 31, 2012.

5. 16,000 RSUs were awarded January 4, 2010 and were scheduled to vest in four equal installments on each of the 4th, 5th, 6th and 7th anniversary of the date of grant. Due to Executive's departure from Brightpoint, Inc. the vesting of the 4,000 RSUs scheduled to vest on the 7th anniversary of the date of grant was accelerated and vested on May 31, 2012.

6. 5,418 RSUs were awarded on February 11, 2011 and were scheduled to vest in the thirds beginning on the first anniversary date following the award. 1,806 of the RSUs vested on February 11, 2012 and, due to Executive's departure from Brightpoint, Inc., the vesting of the 1,806 RSUs scheduled to vest on February 11, 2013 was accelerated and vested on May 31, 2012. The vesting of the 1,806 RSUs scheduled to vest on February 11, 2014 were also accelerated and vested on May 31, 2012.

7. 5,418 RSUs were awarded on February 11, 2011 and were scheduled to vest in the thirds beginning on the first anniversary following the date of the award. 1,806 of the RSUs vested on February 11, 2012 and, due to Executives' departure from Brightpoint, Inc., the vesting of the 1,806 RSUs scheduled to vest on February 11, 2013 was accelerated and vested on May 31, 2012. The vesting of the 1,806 RSUs scheduled to vest on February 11, 2014 was accelerated and vested on May 31, 2012.

8. 5,000 RSUs were awarded on February 11, 2011 and were scheduled to vest in thirds beginning the first anniversary following the date of the award. 1,667 of the RSUs vested on February 11, 2012 and, due to Executive's departure from Brightpoint, Inc., the vesting of the 1,667 RSUs scheduled to vest on February 11, 2013 was accelerated and vested on May 31, 2012. The 1,666 RSUs scheduled to vest on February 11, 2014 were also accelerated and vested on May 31, 2012.

9. 5,000 RSUs were awarded on February 11, 2011 and were scheduled to vest in thirds beginning the first anniversary following the date of the award. 1,667 of the RSUs vested on February 11, 2012 and, due to Executive's departure from Brightpoint, Inc., the vesting of the 1,667 RSUs scheduled to vest on February 11, 2013 was accelerated and vested on May 31, 2012. The vesting of the final 1,666 RSUs scheduled to vest on February 11, 2014 was accelerated and vested on May 31, 2012.

10. These 25,000 RSUs were awarded May 10, 2010. Due to Executive's departure from Brightpoint, Inc. the vesting of these 25,000 RSUs was accelerated and vested on May 31, 2012.

11. 8,803 RSUs were awarded on February 19, 2010. 2,935 of the RSUs vested on February 19, 2011 and 2,934 vested on February 19, 2012. Due to Executive's departure from Brightpoint, Inc. vesting of the remaining 2,934 was accelerated and vested on May 31, 2012.

Remarks:

	/s/ Sean M Mayberry, Attorney-in-Fact	06/04/2012
	** 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).
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