HARMONIC INC. — Director's Dealing 2015

Nov 5, 2015

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: HARMONIC INC (HLIT)
CIK: 0000851310
Period of Report: 2015-11-03

Reporting Person: COVERT HAROLD L (Chief Financial Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2015-11-03	Common Stock	M	10923	$0.00	Acquired	85640	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2015-11-03	Restricted Stock Units	$0.00	M	10923	Disposed	2015-11-03	Common Stock (10923)	Direct

Footnotes

F1: These shares of common stock were acquired upon the vesting of restricted stock units ("RSUs") on 11/3/2015. The Board of Directors of the Issuer approved vesting a prorated amount of RSUs in connection with Harold Covert's resignation from the Board in order to assume the office of CFO of the Issuer. These restricted stock units were initially granted to the recipient on 3/13/2015, and were identified on a Form 4 filed 3/17/2015.