Sec Form 4 Filing - Rosica Jeff @ AVID TECHNOLOGY, INC. - 2020-01-06

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
Rosica Jeff
2. Issuer Name and Ticker or Trading Symbol
AVID TECHNOLOGY, INC. [ AVID]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
CEO & President
(Last) (First) (Middle)
75 NETWORK DRIVE
3. Date of Earliest Transaction (MM/DD/YY)
01/06/2020
(Street)
BURLINGTON, MA01803
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 01/06/2020 M 37,000 A $ 7.66 822,741 D
Common Stock 01/06/2020 F( 1 ) 35,477 D $ 8.25 787,264 D
Common Stock 01/06/2020 M 63,000 A $ 7.66 850,264 D
Common Stock 01/06/2020 F( 1 ) 60,730 D $ 8.25 789,534 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) $ 7.66 01/06/2020 M 37,000 01/07/2013( 2 ) 01/07/2020 Common Stock 37,000 $ 0 0 D
Employee Stock Option (Right to Buy) $ 7.66 01/06/2020 M 63,000 01/07/2013( 3 ) 01/07/2020 Common Stock 63,000 $ 0 0 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Rosica Jeff
75 NETWORK DRIVE
BURLINGTON, MA01803
X CEO & President
Signatures
/s/ Alessandra Melloni as Attorney-in-Fact for Jeff Rosica 01/07/2020
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The reporting person exercised his options in a cashless net settlement exercise with the Company. The disposition of shares only reflects the payment of the exercise price as well as withholding taxes. No shares were otherwise sold or disposed of in any manner.
( 2 )The option vests on a time-based schedule as follows: 25% on the first anniversary of the grant date of January 7, 2013 and the remaining 75% in equal 6.25% installments every 3 months thereafter, provided the reporting person continues to be employed by Avid Technology, Inc. (the "Issuer") on each such vesting date. The option was fully vested and exercisable on January 7, 2017.
( 3 )The shares subject to this option vest on a performance-based schedule tied to both our annual return on equity ("ROE") and operating margin. As a result of the delay in publishing our financial statements for fiscal years 2012 and 2013, the compensation committee did not make initial vesting determinations for fiscal years 2012 and 2013. However, with the filing of our Form 10-K for fiscal year ended December 31, 2013 on September 12, 2014, the compensation committee made fiscal years 2012 and 2013 vesting determinations on September 14, 2014 given the financial statements for those fiscal years were then available. For fiscal years 2012 and 2013, our annual ROE was -22% and -16.7%, respectively. For fiscal years 2012 and 2013, our annual operating margin was 15.7 % and 11.4%. As a result, the performance-based options vested based on ROE and operating margin targets. The option was fully vested and exercisable on January 7, 2013.

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