Sec Form 4 Filing - Key Patricia @ IXIA - 2017-04-17

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 Key Patricia 2. Issuer Name and Ticker or Trading Symbol IXIA [ XXIA] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) See Remarks (Last) (First) (Middle) C/O IXIA, 26601 WEST AGOURA ROAD 3. Date of Earliest Transaction (MM/DD/YY) 04/17/2017 (Street) CALABASAS, CA91302 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 04/17/2017 G V 2,565 D $ 0 62,578 ( 1 ) D Common Stock 04/18/2017 D 62,578 ( 2 ) ( 3 ) D $ 19.65 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 Employee Stock Option (Right to Buy) $ 12.04 04/18/2017 D 50,000 ( 4 )( 5 ) 09/01/2023 Common Stock 50,000 ( 4 ) 0 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Key Patricia C/O IXIA 26601 WEST AGOURA ROAD CALABASAS, CA91302 See Remarks Signatures Patricia Key 04/19/2017 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Includes 1,253 shares acquired under the Ixia Employee Stock Purchase Plan on April 11, 2017. ( 2 )On April 18, 2017 (the "Closing Date"), Keysight Technologies, Inc. ("Keysight") acquired the Issuer pursuant to the Agreement and Plan of Merger, dated as of January 30, 2017 (the "Merger Agreement"), by and among the Issuer, Keysight, and, by a joinder dated February 2, 2017, Keysight Acquisition, Inc., a wholly-owned subsidiary of Keysight ("Merger Sub"). On the Closing Date, in accordance with the Merger Agreement, Merger Sub merged with and into the Issuer, with the Issuer surviving the merger (the "Merger") as a wholly owned subsidiary of Keysight. At the effective time of the Merger (the "Effective Time"), each share of the Issuer's common stock outstanding immediately prior to the Effective Time (other than, if any, shares owned by Keysight or Merger Sub, or by any subsidiary of Keysight, Merger Sub, or the Issuer (except to the extent held on behalf of a third party)), was automatically cancelled and converted into the right to receive $19.65 per share in cash (the "per share merger consideration"), without interest and less any applicable withholding taxes required by law.Pursuant to the Merger Agreement, at the Effective Time, each restricted stock unit award ("RSU") that was outstanding immediately prior to the Effective Time automatically became fully vested and was cancelled in consideration for the right to receive a cash payment equal to the product of (a) the total number of shares of common stock subject to such RSU and (b) the per share merger consideration, without interest and less any applicable withholding taxes required by law.The Merger is more fully described in the Issuer's definitive proxy statement filed with the SEC on March 14, 2017. ( 3 )Includes (i) 42,483 shares of common stock owned directly and (ii) 20,095 shares of common stock subject to RSUs outstanding immediately prior to the Effective Time. The RSUs provided for vesting as follows: (a) 1,407 RSUs were subject to vesting in three equal quarterly installments, with the first installment vesting on May 15, 2017, and one additional installment vesting on the 15th day of the second calendar month of each of the two calendar quarters thereafter, (b) 3,063 RSUs were subject to vesting in seven equal quarterly installments, with the first installment vesting on May 15, 2017, and one additional installment vesting on the 15th day of the second calendar month of each of the six calendar quarters thereafter, (c) 6,875 RSUs were subject to vesting in 11 equal quarterly installments, with the first installment vesting on May 15, 2017, and one additional installment vesting on the 15th day of the second calendar month of each of the ten calendar quarters thereafter, and (d) 8,750 RSUs were subject to vesting in 14 equal quarterly installments, with the first installment vesting on May 1, 2017, and one additional installment vesting on the 15th day of the second calendar month of each of the 13 calendar quarters thereafter. ( 4 )Pursuant to the Merger Agreement, at the Effective Time, each stock option that was outstanding and unexercised immediately prior to the Effective Time automatically became fully vested (to the extent not then vested) and was cancelled in consideration for the right to receive a cash payment equal to the product of (a) the total number of shares of the Issuer's common stock subject to such cancelled stock option and (b) the excess, if any, of (1) the per share merger consideration over (2) the exercise price per share of such cancelled stock option, without interest and less any applicable withholding taxes required by law. ( 5 )Option to purchase 50,000 shares provided for vesting in 16 equal quarterly installments commencing December 31, 2016.

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