Tumbleweed Communications Corp - Amended Statement of Changes in Beneficial Ownership (4/A)
August 25 2008 - 4:50PM
Edgar (US Regulatory)
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
*
Cassidy Bernard J
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2. Issuer Name
and
Ticker or Trading Symbol
TUMBLEWEED COMMUNICATIONS CORP
[
TMWD
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director
_____ 10% Owner
__
X
__ Officer (give title below)
_____ Other (specify below)
SVP,General Counsel &Secretary
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(Last)
(First)
(Middle)
C/O TUMBLEWEED COMMUNICATION CORP, 700 SAGINAW DRIVE
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3. Date of Earliest Transaction
(MM/DD/YYYY)
8/11/2008
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(Street)
REDWOOD CITY, CA 94063
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
8/13/2008
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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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8/11/2008
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A
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17500
(1)
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A
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$0.001
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165500
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D
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Common Stock
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8/11/2008
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A
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4724
(2)
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A
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$0.001
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10701
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D
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Common Stock
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8/11/2008
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F
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1689
(3)
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D
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$2.56
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9012
(4)
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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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Explanation of Responses:
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(
1)
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All shares are granted at par value, subject to repurchase by the Company, such that the recipient's interest in the restricted stock shall vest as to one fourth (1/4th) of such Restricted Stock on the date after the first anniversary of the grant, as to an additional one-fourth (1/4th) on the date after the second anniversary, as to an additional one-fourth (1/4th)on the date after the third anniversary, and as to the final one-fourth (1/4th) on the date after the fourth anniversary so as to be 100% vested on the date after the fourth anniversary of the grant date; provided, however, that if a change of control occurs (single trigger), then 100% of the grant will accelerate and vest immediately.
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(
2)
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All shares are fully vested as of the grant date and subject to repurchase by the Company until February 1, 2009.
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(
3)
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Represents shares withheld from vested restricted stock for the payment of Federal, State and payroll taxes due. This disposition of shares was inadvertently omitted from the Form 4 filed with the SEC on August 13, 2008.
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(
4)
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This figure represents the number of vested shares of Common Stock held by the Reporting Person as of the date on this Form 4.
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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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Cassidy Bernard J
C/O TUMBLEWEED COMMUNICATION CORP
700 SAGINAW DRIVE
REDWOOD CITY, CA 94063
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SVP,General Counsel &Secretary
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Signatures
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/s/ James J. MacDonald, Attorney-in-fact for Bernard J. Cassidy
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8/25/2008
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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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