Sec Form 4 Filing - Titinger Jorge @ Silicon Graphics International Corp - 2013-05-28

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
Titinger Jorge
2. Issuer Name and Ticker or Trading Symbol
Silicon Graphics International Corp [ SGI]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
President & CEO
(Last) (First) (Middle)
C/O SGI, 46600 LANDING PARKWAY
3. Date of Earliest Transaction (MM/DD/YY)
05/28/2013
(Street)
FREMONT, CA94538
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 05/28/2013 M 20,312 ( 1 ) A $ 0 21,645 D
Common Stock 05/28/2013 F 10,598 ( 2 ) D $ 14.77 11,047 D
Common Stock 05/29/2013 S 9,714 ( 3 ) D $ 14.637 ( 4 ) 1,333 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
Restricted Stock Units $ 0 05/28/2013 M 20,312 05/28/2013 ( 5 ) Common Stock 20,312 $ 0 223,438 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Titinger Jorge
C/O SGI
46600 LANDING PARKWAY
FREMONT, CA94538
X President & CEO
Signatures
/s/ Jennifer Pratt as Attorney-in-Fact for Jorge Titinger 05/29/2013
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Upon vesting, each restricted stock unit was converted into an equivalent number of shares of the Company's common stock.
( 2 )These shares were retained by the Company in order to meet the tax withholding obligations of the award holder in connection with the vesting of an installment of the restricted stock units. The amount retained by the Company was not in excess of the amount of the tax liability.
( 3 )Shares sold pursuant to Mr. Titinger's 10b5-1 Plan executed March 4, 2013.
( 4 )The price reported in Table 1, Column 4 reflects the weighted average per share sale price. These shares were sold in multiple transactions at prices ranging from $14.6001 to $14.7001 per share. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the range.
( 5 )Restricted Stock Units have no expiration date.

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* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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