HARMONIC INC. — Director's Dealing 2014

Jun 5, 2014

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: HARMONIC INC (HLIT)
CIK: 0000851310
Period of Report: 2014-06-03

Reporting Person: Stromeyer George (SVP of Worldwide Sales)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2014-06-03	Common Stock	M	30000	$0.00	Acquired	30000	Direct
2014-06-03	Common Stock	F	11274	$7.25	Disposed	18726	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2014-06-03	Restricted Stock Units	$0.00	M	30000	Disposed	2015-06-03	Common Stock (30000)	Direct

Footnotes

F1: These shares of common stock were acquired upon the vesting of restricted stock units on 6/3/2014. These restricted stock units were initially granted to the Reporting Person on 6/14/2013, and were identified on a Form 4 filed by the Reporting Person on 6/14/2013.

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