- Statement of Changes in Beneficial Ownership (4)
December 22 2009 - 4:56PM
Edgar (US Regulatory)
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FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue.
See
Instruction 1(b).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public
Utility Holding Company Act of 1935 or Section 30(f) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
PODUSKA JOHN WILLIAM SR
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2. Issuer Name
and
Ticker or Trading Symbol
NOVELL INC
[
NOVL
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__
X
__ Director
_____ 10% Owner
_____ Officer (give title below)
_____ Other (specify below)
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(Last)
(First)
(Middle)
NOVELL, INC., 404 WYMAN STREET, SUITE 500
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3. Date of Earliest Transaction
(MM/DD/YYYY)
12/20/2009
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(Street)
WALTHAM, MA 02451
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_
X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security
(Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock
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12/20/2009
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M
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1026
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A
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(1)
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148205
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D
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Common Stock
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12/20/2009
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M
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256
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A
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(2)
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148461
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D
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Common Stock
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12/20/2009
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M
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1216
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A
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(3)
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149677
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D
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Common Stock
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12/20/2009
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M
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304
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A
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(4)
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149981
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D
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Common Stock
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12/20/2009
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M
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1540
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A
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(5)
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151521
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D
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Common Stock
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12/20/2009
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M
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385
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A
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(6)
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151906
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D
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Common Stock
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12/20/2009
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M
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1666
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A
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(7)
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153572
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D
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Common Stock
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12/20/2009
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M
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416
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A
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(8)
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153988
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D
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Table II - Derivative Securities Beneficially Owned (
e.g.
, puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 3)
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2. Conversion or Exercise Price of Derivative Security
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3. Trans. Date
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3A. Deemed Execution Date, if any
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4. Trans. Code
(Instr. 8)
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5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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6. Date Exercisable and Expiration Date
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7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
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8. Price of Derivative Security
(Instr. 5)
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9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)
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10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)
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11. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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(A)
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(D)
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Date Exercisable
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Expiration Date
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Title
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Amount or Number of Shares
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Common Stock Equivalent
(1)
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(9)
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12/20/2009
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M
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1026
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12/20/2009
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12/20/2009
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Common Stock
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1026
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$9.74
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0
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D
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Common Stock Equivalent
(2)
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(9)
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12/20/2009
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M
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256
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12/20/2009
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12/20/2009
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Common Stock
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256
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$0
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0
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D
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Common Stock Equivalent
(3)
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(9)
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12/20/2009
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M
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1216
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12/20/2009
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12/20/2009
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Common Stock
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1216
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$8.22
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0
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D
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Common Stock Equivalent
(4)
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(9)
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12/20/2009
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M
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304
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12/20/2009
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12/20/2009
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Common Stock
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304
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$0
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0
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D
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Common Stock Equivalent
(5)
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(9)
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12/20/2009
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M
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1540
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12/20/2009
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12/20/2009
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Common Stock
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1540
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$6.49
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0
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D
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Common Stock Equivalent
(6)
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(9)
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12/20/2009
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M
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385
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12/20/2009
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12/20/2009
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Common Stock
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385
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$0
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0
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D
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Common Stock Equivalent
(7)
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(9)
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12/20/2009
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M
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1666
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12/20/2009
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12/20/2009
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Common Stock
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1666
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$6.00
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0
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D
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Common Stock Equivalent
(8)
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(9)
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12/20/2009
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M
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416
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12/20/2009
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12/20/2009
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Common Stock
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416
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$0
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0
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D
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Explanation of Responses:
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(
1)
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On February 1, 2006, the reporting person acquired 1,026 common stock equivalents under the Novell 2000 Stock Plan at a price of $9.74 per common stock equivalent in lieu of a Board retainer of $10,000. Pursuant to the election of the reporting person, such common stock equivalents vested on December 20, 2009.
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(
2)
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In connection with the acquisition of the common stock equivalents referenced in footnote (1) above, on February 1, 2006 the issuer issued the reporting person 256 match common stock equivalents that, according to the terms of the Novell 2000 Stock Plan and pursuant to the election of the reporting person, vested on December 20, 2009.
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(
3)
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On May 1, 2006, the reporting person acquired 1,216 common stock equivalents under the Novell 2000 Stock Plan at a price of $8.22 per common stock equivalent in lieu of a Board retainer of $10,000. Pursuant to the election of the reporting person, such common stock equivalents vested on December 20, 2009.
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(
4)
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In connection with the acquisition of the common stock equivalents referenced in footnote (3) above, on May 1, 2006 the issuer issued the reporting person 304 match common stock equivalents that, according to the terms of the Novell 2000 Stock Plan and pursuant to the election of the reporting person, vested on December 20, 2009.
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(
5)
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On August 1, 2006, the reporting person acquired 1,540 common stock equivalents under the Novell 2000 Stock Plan at a price of $6.49 per common stock equivalent in lieu of a Board retainer of $10,000. Pursuant to the election of the reporting person, such common stock equivalents vested on December 20, 2009.
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(
6)
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In connection with the acquisition of the common stock equivalents referenced in footnote (5) above, on August 1, 2006 the issuer issued the reporting person 385 match common stock equivalents that, according to the terms of the Novell 2000 Stock Plan and pursuant to the election of the reporting person, vested on December 20, 2009.
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(
7)
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On November 1, 2006, the reporting person acquired 1,666 common stock equivalents under the Novell 2000 Stock Plan at a price of $6.00 per common stock equivalent in lieu of a Board retainer of $10,000. Pursuant to the election of the reporting person, such common stock equivalents vested on December 20, 2009.
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(
8)
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In connection with the acquisition of the common stock equivalents referenced in footnote (7) above, on November 1, 2006 the issuer issued the reporting person 416 match common stock equivalents that, according to the terms of the Novell 2000 Stock Plan and pursuant to the election of the reporting person, vested on December 20, 2009.
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(
9)
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Each common stock equivalent is the economic equivalent of one share of Novell common stock. On December 20, 2009, the reporting person's common stock equivalents were settled for an equal number of shares of common stock in accordance with the Novell 2000 Stock Plan.
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Reporting Owners
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Reporting Owner Name / Address
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Relationships
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Director
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10% Owner
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Officer
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Other
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PODUSKA JOHN WILLIAM SR
NOVELL, INC.
404 WYMAN STREET, SUITE 500
WALTHAM, MA 02451
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X
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Signatures
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/s/ Elspeth Grant Pruett/Attorney-in-fact
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12/22/2009
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**
Signature of Reporting Person
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Date
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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*
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If the form is filed by more than one reporting person,
see
Instruction 4(b)(v).
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**
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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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Note:
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File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure.
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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 control number.
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