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HARMONIC INC. Director's Dealing 2012

Aug 17, 2012

32122_dirs_2012-08-17_187a4e58-c772-45fa-8edf-3631679798fa.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: HARMONIC INC (HLIT)
CIK: 0000851310
Period of Report: 2012-08-15

Reporting Person: HARSHMAN PATRICK (Director, President and CEO)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2012-08-15 Common Stock A 13125 $0.00 Acquired 177181 Direct
2012-08-15 Common Stock F 4814 $4.42 Disposed 172367 Direct
2012-08-15 Common Stock A 13125 $0.00 Acquired 185492 Direct
2012-08-15 Common Stock F 4814 $4.42 Disposed 180678 Direct
2012-08-15 Common Stock A 10000 $0.00 Acquired 190678 Direct
2012-08-15 Common Stock F 3668 $4.42 Disposed 187010 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2012-08-15 Restricted Stock Units $0.00 M 13125 Disposed 2013-02-15 Common Stock (13125) Direct
2012-08-15 Restricted Stock Units $0.00 M 13125 Disposed 2014-02-15 Common Stock (13125) Direct
2012-08-15 Restricted Stock Units $0.00 M 10000 Disposed 2015-02-15 Common Stock (10000) Direct

Footnotes

F1: These shares of common stock were acquired upon the vesting of restricted stock units on 8/15/2012. These restricted stock units were initially granted to Mr. Harshman on 2/24/2009, and were identified on a Form 4 filed by Mr. Harshman on 2/26/2009.

F2: Shares of Harmonic Inc. common stock withheld by Harmonic Inc. to satisfy tax withholding obligation upon vesting of restricted stock units.

F3: These shares of common stock were acquired upon the vesting of restricted stock units on 8/15/2012. These restricted stock units were initially granted to Mr. Harshman on 2/19/2010, and were identified on a Form 4 filed by Mr. Harshman on 2/23/2010.

F4: These shares of common stock were acquired upon the vesting of restricted stock units on 8/15/2012. These restricted stock units were initially granted to Mr. Harshman on 3/4/2011, and were identified on a Form 4 filed by Mr. Harshman on 3/8/2011.

F5: Beginning with the Form 4 filed by the Reporting Person on 2/26/2009, the restricted stock units granted on 2/24/2009 appeared on Table I. Footnotes in subsequent reports indicated that shares appearing on Table I included the unvested restricted stock units from the 2/24/2009 grant. Through administrative error, actual beneficial ownership from the 2009 grant has been historically overstated by 78,300 shares, and this is corrected herewith.