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Gen Digital Inc. Director's Dealing 2019

Feb 7, 2019

30336_dirs_2019-02-07_e400c928-c13c-4439-a313-f8ccc8f2128e.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: SYMANTEC CORP (SYMC)
CIK: 0000849399
Period of Report: 2019-02-05

Reporting Person: Feld Peter A (Director)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2019-02-05 Common Stock, $0.01 Par Value J 8783095 $20.6752 Acquired 12343662 Indirect
2019-02-05 Common Stock, $0.01 Par Value J 930000 $20.9703 Acquired 1689748 Indirect
2019-02-05 Common Stock, $0.01 Par Value J 530000 $20.9703 Acquired 967113 Indirect
2019-02-05 Common Stock, $0.01 Par Value J 1255905 $23.0219 Acquired 17548076 Indirect

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2019-02-05 Forward Purchase Contract $ J 1 Disposed Common Stock, $0.01 Par Value (8783095) Indirect
2019-02-05 Forward Purchase Contract $ J 1 Disposed Common Stock, $0.01 Par Value (930000) Indirect
2019-02-05 Forward Purchase Contract $ J 1 Disposed Common Stock, $0.01 Par Value (530000) Indirect
2019-02-05 Forward Purchase Contract $ J 1 Disposed Common Stock, $0.01 Par Value (1255905) Indirect

Holdings (Non-Derivative)

Security Shares Ownership
Common Stock, $0.01 Par Value 7993 Direct
Common Stock, $0.01 Par Value 1198198 Indirect
Common Stock, $0.01 Par Value 1604333 Indirect
Common Stock, $0.01 Par Value 649666 Indirect

Footnotes

F1: Securities owned directly by Starboard Value and Opportunity Master Fund Ltd ("Starboard V&O Fund"). The Reporting Person, solely by virtue of his position as a member of the Management Committee of Starboard Value GP LLC ("Starboard Value GP"), the general partner of the investment manager of Starboard V&O Fund, and as a member and member of the Management Committee of Starboard Principal Co GP LLC ("Principal GP"), the general partner of the member of Starboard Value GP, may be deemed to beneficially own the securities directly held by Starboard V&O Fund for purposes of Section 16 of the Securities Exchange Act of 1934, as amended ("Section 16"). The Reporting Person expressly disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein.

F2: Securities owned directly by Starboard Value and Opportunity S LLC ("Starboard S LLC"). The Reporting Person, solely by virtue of his position as a member of the Management Committee of Starboard Value GP, the general partner of the manager of Starboard S LLC, and as a member and member of the Management Committee of Principal GP, the general partner of the member of Starboard Value GP, may be deemed to beneficially own the securities directly held by Starboard S LLC for purposes of Section 16. The Reporting Person expressly disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein.

F3: Securities owned directly by Starboard Value and Opportunity C LP ("Starboard C LP"). The Reporting Person, solely by virtue of his position as a member of the Management Committee of Starboard Value GP, the general partner of the investment manager of Starboard C LP, and as a member and member of the Management Committee of Principal GP, the general partner of the member of Starboard Value GP, may be deemed to beneficially own the securities directly held by Starboard C LP for purposes of Section 16. The Reporting Person expressly disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein.

F4: Securities owned directly by Starboard Leaders Tango LLC ("Starboard Tango LLC"). The Reporting Person, solely by virtue of his position as a member of the Management Committee of Starboard Value GP, the general partner of the investment manager of Starboard Tango LLC, and as a member and member of the Management Committee of Principal GP, the general partner of the member of Starboard Value GP, may be deemed to beneficially own the securities directly held by Starboard Tango LLC for purposes of Section 16. The Reporting Person expressly disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein.

F5: Securities owned directly by Starboard Leaders Select VI LP ("Starboard Select VI LP"). The Reporting Person, solely by virtue of his position as a member of the Management Committee of Starboard Value GP, the general partner of the investment manager of Starboard Select VI LP, and as a member and member of the Management Committee of Principal GP, the general partner of the member of Starboard Value GP, may be deemed to beneficially own the securities directly held by Starboard Select VI LP for purposes of Section 16. The Reporting Person expressly disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein.

F6: Securities owned directly by Starboard Value and Opportunity Master Fund L LP ("Starboard L Master"). The Reporting Person, solely by virtue of his position as a member of the Management Committee of Starboard Value GP, the general partner of the investment manager of Starboard L Master, and as a member and member of the Management Committee of Principal GP, the general partner of the member of Starboard Value GP, may be deemed to beneficially own the securities directly held by Starboard L Master for purposes of Section 16. The Reporting Person expressly disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein.

F7: Securities held in certain accounts managed by Starboard Value LP (the "Starboard Value LP Accounts"). The Reporting Person, solely by virtue of his position as a member of the Management Committee of Starboard Value GP, the general partner of Starboard Value LP, and as a member and member of the Management Committee of Principal GP, the general partner of the member of Starboard Value GP, may be deemed to beneficially own the securities held in the Starboard Value LP Accounts for purposes of Section 16. The Reporting Person expressly disclaims beneficial ownership of such securities except to the extent of his pecuniary interest therein.

F8: Starboard V&O Fund transferred 649,666 shares of Common Stock, $0.01 par value (the "Shares") held by it to Starboard L Master in a transaction exempt from Section 16, pursuant to Rule 16a-13 or otherwise.

F9: Represents the exercise of forward purchase contracts that each of Starboard V&O Fund, Starboard S LLC, Starboard C LP and Starboard Value LP through one of the Starboard Value LP Accounts entered into with Morgan Stanley as the counterparty providing for the purchase of 8,783,095, 930,000, 530,000 and 1,255,905 Shares, respectively (the "Forward Contracts"). Each of the Forward Contracts had a final valuation date of December 4, 2019, and was eligible for early settlement. On February 5, 2019, each of Starboard V&O Fund, Starboard S LLC, Starboard C LP and Starboard Value LP through one of the Starboard Value LP Accounts exercised the Forward Contracts at a price of $20.4668 per Share, $20.7828 per Share, $20.7828 per Share and $23.02 per Share, respectively, and thereby acquired 11,499,000 Shares in aggregate. Each of Starboard V&O Fund, Starboard S LLC, Starboard C LP and Starboard Value LP through one of the Starboard Value LP Accounts is no longer party to the Forward Contracts.