Sec Form 4 Filing - Sperling Anthony @ ADVENT SOFTWARE INC /DE/ - 2015-07-08

Insider filing report for Changes in Beneficial Ownership
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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).
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, 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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1. Name and Address of Reporting Person
Sperling Anthony
2. Issuer Name and Ticker or Trading Symbol
ADVENT SOFTWARE INC /DE/ [ ADVS]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
EVP, Global Client Experience
(Last) (First) (Middle)
600 TOWNSEND STREET
3. Date of Earliest Transaction (MM/DD/YY)
07/08/2015
(Street)
SAN FRANCISCO, CA94103
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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)
Code V Amount (A) or (D) Price
Common Stock 05/29/2015 J( 1 ) V 614 A $ 26.3585 34,629 D
Common Stock 07/08/2015 D( 2 ) 15,432 D $ 44.25 19,197 D
Common Stock 07/08/2015 D( 3 ) 16,200 D $ 44.25 2,997 D
Common Stock 07/08/2015 D( 4 ) 2,997 D $ 44.25 0 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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Appreciation Rights $ 7.84 07/08/2015 D( 5 ) 42,000 05/14/2010 05/14/2019 Common Stock 42,000 $ 36.41 0 D
Stock Appreciation Rights $ 9.57 07/08/2015 D( 6 ) 8,400 02/14/2008 02/14/2017 Common Stock 8,400 $ 34.68 0 D
Stock Appreciation Rights $ 11.88 07/08/2015 D( 7 ) 12,600 05/14/2009 05/14/2018 Common Stock 12,600 $ 32.37 0 D
Stock Appreciation Rights $ 12.1 07/08/2015 D( 8 ) 48,589 11/14/2013 11/14/2022 Common Stock 48,589 $ 0 0 D
Stock Appreciation Rights $ 17.8 07/08/2015 D( 9 ) 7,012 05/14/2013 05/14/2022 Common Stock 7,012 $ 0 0 D
Stock Appreciation Rights $ 17.91 07/08/2015 D( 10 ) 1,400 05/13/2012 05/13/2021 Common Stock 1,400 $ 26.34 0 D
Stock Appreciation Rights $ 21.67 07/08/2015 D( 11 ) 14,569 05/14/2014 05/14/2023 Common Stock 14,569 $ 0 0 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Sperling Anthony
600 TOWNSEND STREET
SAN FRANCISCO, CA94103
EVP, Global Client Experience
Signatures
By: James S Cox For: Anthony E Sperling 07/10/2015
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Shares acquired through the 2005 Employee Stock Purchase Plan on 29 May 2015.
( 2 )Consists of unvested restricted stock units ("Unvested RSUs") that were converted, pursuant to the Merger Agreement by and among the Company, SS&C Technologies Holdings, Inc. and Arbor Acquisition Corporation, into unvested RSUs in respect of SS&C common stock, with each RSU converted into 0.7012 SS&C RSUs.
( 3 )Pursuant to the terms of the merger agreement, this award of performance-based restricted stock units ("PSUs") was, (i) with respect to 8,550 vested PSUs, canceled in exchange for a cash payment of $378,338, representing the number of vested PSUs times the merger consideration of $44.25 per share; and, (ii) with respect to 7,650 unvested PSUs, converted into unvested RSUs in respect of SS&C common stock, with each PSU converted into 0.7012 SS&C RSUs. Pursuant to the Merger Agreement, the Company's Compensation Committee determined the applicable level of performance at 200% of target performance, and the shares vested to be based on the number of months of service through the merger date as a percentage of the total vesting period of 36 months.
( 4 )Disposed of pursuant to the terms of the Merger Agreement in exchange for a cash payment of $44.25 per share on the effective date of the merger.
( 5 )Represents vested stock appreciation rights that were disposed of pursuant to the Merger Agreement in exchange for a pre-tax cash payment of $1,529,220, representing the aggregate difference between the exercise price of the stock appreciation right and the merger consideration of $44.25 per share, less applicable withholding taxes on the effective date of the merger.
( 6 )Represents vested stock appreciation rights that were disposed of pursuant to the Merger Agreement in exchange for a pre-tax cash payment of $291,312, representing the aggregate difference between the exercise price of the stock appreciation right and the merger consideration of $44.25 per share, less applicable withholding taxes on the effective date of the merger.
( 7 )Represents vested stock appreciation rights that were disposed of pursuant to the Merger Agreement in exchange for a pre-tax cash payment of $407,862, representing the aggregate difference between the exercise price of the stock appreciation right and the merger consideration of $44.25 per share, less applicable withholding taxes on the effective date of the merger.
( 8 )Pursuant to the term s of the merger agreement this stock appreciation right was, (i) with respect to 11,402 vested shares, canceled in exchange for a pre-tax cash payment of $366,574, representing the aggregate difference between the exercise price of the stock appreciation right and the merger consideration of $44.25 per share, less applicable withholding taxes; and, (ii) with respect to 37,187 unvested shares, converted into unvested stock appreciation rights to acquire shares of SS&C common stock at an exercise price of $17.26 per share, with the right to acquire each Company share converted into the right to acquire 0.7012 shares of SS&C common stock.
( 9 )Pursuant to the terms of the merger agreement this stock appreciation right was, (i) with respect to 1,870 vested shares, canceled in exchange for a pre-tax cash payment of $49,462, representing the aggregate difference between the exercise price of the stock appreciation right and the merger consideration of $44.25 per share, less applicable withholding taxes; and, (ii) with respect to 5,142 unvested shares, converted into unvested stock appreciation rights to acquire shares of SS&C common stock at an exercise price of $25.39 per share, with the right to acquire each Company share converted into the right to acquire 0.7012 shares of SS&C common stock.
( 10 )Represents vested stock appreciation rights that were disposed of pursuant to the Merger Agreement in exchange for a pre-tax cash payment of $36,876, representing the aggregate difference between the exercise price of the stock appreciation right and the merger consideration of $44.25 per share, less applicable withholding taxes on the effective date of the merger.
( 11 )Pursuant to the terms of the merger agreement this stock appreciation right was, (i) with respect to 2,159 vested shares, canceled in exchange for a pre-tax cash payment of $48,750, representing the aggregate difference between the exercise price of the stock appreciation right and the merger consideration of $44.25 per share, less applicable withholding taxes; and, (ii) with respect to 12,410 unvested shares, converted into unvested stock appreciation rights to acquire shares of SS&C common stock at an exercise price of $30.90 per share, with the right to acquire each Company share converted into the right to acquire 0.7012 shares of SS&C common stock.

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