CALIX, INC — Director's Dealing 2010

Mar 30, 2010

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: CALIX, INC (CALX)
CIK: 0001406666
Period of Report: 2010-03-26

Reporting Person: GROSSER ADAM (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2010-03-26	Common Stock	C	28992	—	Acquired	28992	Indirect
2010-03-26	Common Stock	C	33532	—	Acquired	62524	Indirect
2010-03-26	Common Stock	C	1336465	—	Acquired	1336465	Indirect
2010-03-26	Common Stock	C	1544451	—	Acquired	2880916	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2010-03-26	Series I Preferred Stock	$	C	22834	Disposed		Common Stock (28992)	Indirect
2010-03-26	Series I Preferred Stock	$	C	1052339	Disposed		Common Stock (1336465)	Indirect
2010-03-26	Series J Preferred Stock	$	C	33532	Disposed		Common Stock (33532)	Indirect
2010-03-26	Series J Preferred Stock	$	C	1544451	Disposed		Common Stock (1544451)	Indirect

Footnotes

F1: Reflects a 2-for-3 reverse stock split of the Issuer's outstanding securities effected immediately prior to the effectiveness of the Issuer's S-1 Registration Statement (the "Reverse Stock Split").

F2: Each share of Series I Preferred Stock was automatically converted on a 1.27-for-1 basis into Common Stock upon the closing of the Issuer's initial public offering.

F3: Shares held by Foundation Capital V Principals Fund, LLC.

F4: Each share of Series J Preferred Stock was automatically converted on a 1-for-1 basis into Common Stock upon the closing of the Issuer's initial public offering.

F5: Shares held by Foundation Capital V, L.P.

F6: Includes 22 shares, as adjusted to reflect the Reverse Stock Split (27 shares, as converted), acquired by Foundation Capital V Principals Fund, LLC on March 26, 2010 as a payment-in-kind dividend on shares of Series I Preferred Stock.

F7: The shares are immediately convertible.

F8: The shares do not have an expiration date.

F9: Includes 1,093 shares, as adjusted to reflect the Reverse Stock Split (1,388 shares, as converted), acquired by Foundation Capital V, L.P. on March 26, 2010 as a payment-in-kind dividend on shares of Series I Preferred Stock.

F10: The sole general partner of Foundation Capital V, LP and Foundation Capital V Principals Fund, LLC is Foundation Capital Management Co. V, LLC. The managers of Foundation Capital Management Co. V, LLC are William B. Elmore, Adam Grosser, Paul R. Holland, Paul G. Koontz, Charles P. Moldow, Richard A. Redelfs, Michael N. Schuh and Warren M. Weiss. These individuals may be deemed to have shared voting and investment power of the shares held by Foundation Capital V, LP and Foundation Capital V Principals Fund, LLC. Each of these individuals disclaims beneficial ownership of such shares, except to the extent of his or her pecuniary interest therein.