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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES 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(h) of the Investment Company Act of 1940 |
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| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
| 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. | SEC 1474 (9-02) | ||
| 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 Underlying Securities (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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Restricted Stock Units | (1) | 06/17/2014 | M | 3,500 | (1) | (1) | Common Stock, par value $0.01 per share | 3,500 | $ 0 | 0 | D | ||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
| DENEND LESLIE G C/O VERIFONE SYSTEMS, INC. 2099 GATEWAY PLACE, SUITE 600 SAN JOSE, CA 95110 |
X | |||
| Dr. Leslie G. Denend, by Jun Zheng, his Attorney-in-Fact | 06/19/2014 | |
| **Signature of Reporting Person | Date |
| * | 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). |
| (1) | On June 17, 2014, following the issuer's annual meeting of stockholders, the board of directors of the issuer approved the acceleration of vesting of these restricted stock units from July 1, 2014 to June 17, 2014 in connection with the reporting person's completion of the one year term of service as a director through the annual meeting. Accordingly, these restricted stock units vested on June 17, 2014. |
| (2) | This transaction involved a gift of securities by the reporting person to a trust for the benefit of the reporting person and a certain member of the reporting person's family. The reporting person and such family member are the trustees of such trust. |
| (3) | 7,000 shares of the issuer's common stock that are held by the trust referred to in Footnote 2 were previously reported as directly owned by the reporting person in prior filings. Please also see Footnote 4. |
| (4) | These securities are held in the trust referred to in Footnote 2. The reporting person disclaims beneficial ownership of these securities except to the extent of his pecuniary interest therein, and the filing of this report is not an admission that the reporting person is the beneficial owner of these securities for purposes of Section 16 or any other purpose. |
| Remarks: Note: The reporting person ceased to be a member of the board of directors of the issuer following the issuer's annual meeting of stockholders on June 17, 2014. | |