FORM 3 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES 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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1. Name and Address of Reporting Person*
(Street)
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2. Date of Event Requiring Statement
(Month/Day/Year) 10/27/2017 |
3. Issuer Name and Ticker or Trading Symbol
Sonus Networks, Inc. [ SONS ] |
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4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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5. If Amendment, Date of Original Filed
(Month/Day/Year) |
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6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Beneficially Owned | |||
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1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
Common Stock | 1,220,886(1)(2) | D |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Explanation of Responses: |
1. Total includes 47,917 restricted shares of Issuer Common Stock that the Reporting Person previously held through Sonus, Inc. (formerly Sonus Networks, Inc. and now an Issuer wholly-owned subsidiary, "Sonus"), in the form of performance-based restricted stock units ("PSUs"). Of this amount: (i) 4,167 shares of Issuer Common Stock will vest on March 16, 2018; (ii) 12,500 shares of Issuer Common Stock will vest in equal increments annually on each of April 1, 2018 and April 1, 2019; and (iii) 31,250 shares of Issuer Common Stock will vest in equal increments annually on each of March 31, 2018, March 31, 2019 and March 31, 2020. |
2. Pursuant to the terms of the Reporting Person's employment agreement with the Issuer, the PSUs were converted into restricted shares of Issuer Common Stock upon the consummation of a series of merger transactions under the Agreement and Plan of Merger, dated as of May 23, 2017, by and among (i) Sonus, (ii) the Issuer (formerly Solstice Sapphire Investments, Inc.) and its wholly-owned subsidiaries and (iii) GENBAND Holdings Company and its two related holding companies. |
Remarks: |
Raymond P. Dolan | 11/06/2017 | |
** 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 5 (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). | ||
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
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 Number. |