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: FINZI ROBERT (Director)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2010-03-02	Common Stock	J	2517	$0.00	Acquired	2521	Indirect
2010-03-26	Common Stock	C	9868	—	Acquired	12389	Indirect
2010-03-26	Common Stock	C	1912	—	Acquired	14301	Indirect
2010-03-26	Common Stock	C	32841	—	Acquired	32866	Indirect
2010-03-26	Common Stock	C	6362	—	Acquired	39228	Indirect
2010-03-26	Common Stock	C	822869	—	Acquired	823194	Indirect
2010-03-26	Common Stock	C	159424	—	Acquired	982618	Indirect
2010-03-26	Common Stock	C	3251	—	Acquired	3254	Indirect
2010-03-26	Common Stock	C	630	—	Acquired	3884	Indirect
2010-03-26	Common Stock	C	5014	—	Acquired	5014	Indirect
2010-03-26	Common Stock	C	972	—	Acquired	5986	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2010-03-26	Series H Preferred Stock	$	C	8559	Disposed		Common Stock (9868)	Indirect
2010-03-26	Series H Preferred Stock	$	C	28484	Disposed		Common Stock (32841)	Indirect
2010-03-26	Series H Preferred Stock	$	C	713678	Disposed		Common Stock (822869)	Indirect
2010-03-26	Series H Preferred Stock	$	C	2821	Disposed		Common Stock (3251)	Indirect
2010-03-26	Series H Preferred Stock	$	C	4350	Disposed		Common Stock (5014)	Indirect
2010-03-26	Series J Preferred Stock	$	C	1912	Disposed		Common Stock (1912)	Indirect
2010-03-26	Series J Preferred Stock	$	C	6362	Disposed		Common Stock (6362)	Indirect
2010-03-26	Series J Preferred Stock	$	C	159424	Disposed		Common Stock (159424)	Indirect
2010-03-26	Series J Preferred Stock	$	C	630	Disposed		Common Stock (630)	Indirect
2010-03-26	Series J Preferred Stock	$	C	972	Disposed		Common Stock (972)	Indirect

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	25	Indirect
Common Stock	325	Indirect
Common Stock	3	Indirect

Footnotes

F1: Includes 3,776 shares of Common Stock issued upon the exercise of options granted to Wayne Nemeth as a director under the Issuer's incentive plan. Pursuant to an agreement with Credit Suisse Private Equity, Inc., all shares held by Mr. Nemeth were held for the benefit of DLJ Capital Corporation and were transferred to it on March 2, 2010 for no consideration. For purposes of this Form 4, the number of shares of Common Stock has been adjusted to reflect 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: As of March 2, 2010, DLJ Capital Corporation owned an aggregate of 3,784 shares of Common Stock. For purposes of this Form 4, the number of shares of Common Stock reported as beneficially owned following this transaction has been adjusted to reflect the Reverse Stock Split.

F3: Shares held by DLJ Capital Corporation.

F4: Reflects the Reverse Stock Split effected immediately prior to the effectiveness of the Issuer's S-1 Registration Statement.

F5: Each share of Series H Preferred Stock was automatically converted on a 1.153-for-1 basis into Common Stock upon the closing of the Issuer's initial public offering.

F6: 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.

F7: Shares held by DLJ ESC II, L.P.

F8: Shares held by Sprout Capital IX, L.P.

F9: Shares held by Sprout Entrepreneur's Fund L.P.

F10: Shares held by Sprout IX Plan Investors, L.P.

F11: The shares are immediately convertible.

F12: The shares do not have an expiration date.

F13: The members of the investment committee representing Sprout Capital IX, L.P., DLJ ESC II, L.P., DLJ Capital Corporation, Sprout IX Plan Investors, L.P. and Sprout Entrepreneurs Fund L.P. (collectively, the "Sprout Funds") have voting and dispositive power over the shares held by the Sprout Funds. The investment committee consists of Robert Finzi, Janet Hickey, Kathleen LaPorte, Philippe Chambon and Nicole Arnaboldi. Each of Ms. Arnaboldi, Ms. Hickey, Ms. LaPorte and Messrs. Finzi and Chambon disclaim beneficial ownership of the shares held by the Sprout Funds, except to the extent of her or his pecuniary interest therein.

F14: DLJ Capital Corporation is the managing general partner of Sprout Capital IX, L.P. and the general partner of Sprout Entrepreneurs Fund, L.P. DLJ LBO Plans Management Corporation is the general partner of DLJ ESC II, L.P. DLJ LBO Plans Management Corporation II is the general partner of Sprout IX Plan Investors, L.P. DLJ LBO Plans Management Corporation, DLJ LBO Plans Management Corporation II and DLJ Capital Corporation are each wholly owned subsidiaries of Credit Suisse (USA) Inc., or CS-USA.

F15: Credit Suisse, a Swiss bank, owns the majority of the voting stock of Credit Suisse Holdings (USA), Inc., which in turn owns all of the voting stock of CS-USA. The entities discussed above are private equity funds managed by indirect subsidiaries of CS-USA and form part of Credit Suisse's asset management business. The ultimate parent company of Credit Suisse is Credit Suisse Group AG, or CSG. CSG disclaims beneficial ownership of the reported that are beneficially owned by its direct and indirect subsidiaries.