Sec Form 4 Filing - LAY B ALLEN @ VIASAT INC - 2013-06-13

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
LAY B ALLEN
2. Issuer Name and Ticker or Trading Symbol
VIASAT INC [ VSAT]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
6155 EL CAMINO REAL
3. Date of Earliest Transaction (MM/DD/YY)
06/13/2013
(Street)
CARLSBAD, CA92009
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
$0.0001 Par Value Common Stock 06/13/2013 M 10,000 A $ 16.27 344,013 I See Footnote ( 1 )
$0.0001 Par Value Common Stock 06/13/2013 S 10,000 D $ 70.94 ( 2 ) 334,013 I See Footnote ( 3 )
$0.0001 Par Value Common Stock 06/13/2013 M 10,000 A $ 31.67 344,013 I See Footnote ( 1 )
$0.0001 Par Value Common Stock 06/13/2013 S 10,000 D $ 70.94 ( 2 ) 334,013 I See Footnote ( 3 )
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 Tr ansaction(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 option (right to buy) $ 16.27 06/13/2013 M 10,000 ( 4 ) 09/11/2013 common stock 10,000 $ 0 0 I By Lay Ventures ( 5 )
stock option (right to buy) $ 31.67 06/13/2013 M 10,000 10/03/2008 10/03/2013 common stock 10,000 $ 0 0 I By Lay Ventures ( 6 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
LAY B ALLEN
6155 EL CAMINO REAL
CARLSBAD, CA92009
X
Signatures
Kathleen K. Hollenbeck, under Power of Attorney 06/13/2013
Signature of Reporting Person Date
Explanation of Responses:
( 1 )196,026 shares are held by Lay Ventures, L.P. Mr. Lay and his wife are general partners of Lay Ventures, L.P. In addition, Mr. Lay and his wife are the trustess of The Lay Living Trust which holds 117,587 shares. The Lay Living Trust owns a 2% interest in Lay Ventures, L.P. Mr. Lay and his wife are also the trustees of The Lay Charitable Remainder Trust which holds 30,400 shares. Mr. Lay disclaims beneficial ownership of the shares held by Lay Ventures, L.P. except tp the extent of his pecuniary interest therein.
( 2 )The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $70.76 to $71.16, inclusive. The reporting person undertakes to provide to ViaSat, Inc., any security holder of ViaSat, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.
( 3 )186,026 shares are held by Lay Ventures, L.P. Mr. Lay and his wife are general partners of Lay Ventures, L.P. In addition, Mr. Lay and his wife are the trustess of The Lay Living Trust which holds 117,587 shares. The Lay Living Trust owns a 2% interest in Lay Ventures, L.P. Mr. Lay and his wife are also the trustees of The Lay Charitable Remainder Trust which holds 30,400 shares. Mr. Lay disclaims beneficial ownership of the shares held by Lay Ventures, L.P. except tp the extent of his pecuniary interest therein.
( 4 )The stock option became exercisable in three equal installments on each of September 11, 2004, 2005 and 2006.
( 5 )The stock option was granted to B. Allen Lay, a director of ViaSat, Inc. Mr. Lay transferred the stock option to Lay Ventures, L.P. on September 11, 2003, immediately following the grant of such stock options. Mr. Lay and his wife are the general partners of Lay Ventures, L.P. In addition, Mr. Lay and his wife are the trustees of The Lay Living Trust, which owns a 2% interest in Lay Ventures, L.P. Mr. Lay disclaims beneficial ownership of the stock options held by Lay Ventures, L.P. except to the extent of his pecuniary interest therein.
( 6 )The stock option was granted to B. Allen Lay, a director of ViaSat, Inc. Mr. Lay transferred the stock option to Lay Ventures, L.P. on October 3, 2007, immediately following the grant of such stock options. Mr. Lay and his wife are the general partners of Lay Ventures, L.P. In addition, Mr. Lay and his wife are the trustees of The Lay Living Trust, which owns a 2% interest in Lay Ventures, L.P. Mr. Lay disclaims beneficial ownership of the stock options held by Lay Ventures, L.P. except to the extent of his pecuniary interest therein.

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