A10 Networks, Inc. — Director's Dealing 2021

Sep 15, 2021

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: A10 Networks, Inc. (ATEN)
CIK: 0001580808
Period of Report: 2021-09-11

Reporting Person: COCHRAN ROBERT D (EVP Legal & Corp Collaboration)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2021-09-11	Common Stock	M	11644	—	Acquired	318690	Direct
2021-09-13	Common Stock	M	3732	$3.0375	Acquired	322422	Direct
2021-09-13	Common Stock	M	136000	$3.0375	Acquired	458422	Direct
2021-09-13	Common Stock	F	83937	$14.60	Disposed	374485	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2021-09-11	Performance-based Restricted Stock Units	$	M	11644	Disposed	2025-02-02	Common Stock (11644.0)	Direct
2021-09-13	Common Stock, par value $0.00001	$3.0375	M	3732	Disposed	2022-01-13	Common Stock (3732.0)	Direct
2021-09-13	Common Stock, par value $0.00001	$3.0375	M	136000	Disposed	2022-01-13	Common Stock (136000.0)	Direct

Footnotes

F1: Performance-Based Restricted Stock Units were previously reported on February 4, 2021, each of which represents a contingent right to receive one share of common stock of ATEN, with vesting subject to the achievement of specified levels of the volume weighted average closing prices of a share of ATEN common stock during any one hundred (100) calendar day trading period between February 2, 2021 and February 2, 2025. The last milestone achievement date occurred on September 2, 2021, as certified by the compensation committee of ATEN on September 11, 2021, resulting in 11,644 units meeting the appropriate performance-based conditions. However, these shares remain subject to time-based vesting conditions and will therefore vest as to one-third (1/3) on September 16, 2021 and an additional one-third (1/3) on each of the first and second anniversaries of September 2, 2021, subject to continued employment. These shares are reflected on Table I.

F2: Represents a "net exercise" of outstanding stock options. The reporting person received 55,795 shares of common stock on net exercise of options to purchase 139,732 shares of common stock. The Company withheld 83,937 shares of common stock underlying the stock option for payment of the exercise price and tax withholdings, using the closing stock price on September 13, 2021 of $14.60, pursuant to the terms of the 2008 Equity Incentive Plan.

F3: The non-statutory stock option award vested as to 1/4th of the total number of shares on January 12, 2013 with an addition 1/48th of the total number of shares vesting at the end of each full month thereafter.