INSEEGO CORP. — Director's Dealing 2015

Mar 17, 2015

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: NOVATEL WIRELESS INC (MIFI)
CIK: 0001022652
Period of Report: 2015-03-14

Reporting Person: SOUISSI SLIM S (President & COO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2015-03-14	Common Stock	M	77966.0	$0.0	Acquired	426220	Direct
2015-03-14	Common Stock	F	29293.0	$4.76	Disposed	396927	Direct
2015-03-16	Common Stock	A	110200.0	$0.0	Acquired	507127	Direct
2015-03-16	Common Stock	A	19094.0	$0.0	Acquired	526221	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2015-03-16	Non-Qualified Stock Option (right to buy)	$4.54	A	177125.0	Acquired	2025-03-16	Common Stock (177125)	Direct
2015-03-14	Restricted Stock Units	$	M	77966.0	Disposed		Common Stock (77966)	Direct

Footnotes

F1: Reflects partial vesting of Restricted Stock Units (RSU's) previously awarded to the Reporting Person.

F2: Automatic disposition of shares back to Issuer (and subsequent cancellation thereof) solely to satisfy immediate payroll tax withholding obligation triggered by the vesting of restricted stock. The Reporting Person received no proceeds from this transaction.

F3: These Restricted Stock Units vest one-third annually beginning on the first anniversary of the award date.

F4: Each Restricted Stock Unit represents the contingent right to receive one share of common stock upon vesting of the unit.

F5: Reporting Person was awarded 19,094 Restricted Stock Units. 1,004 of these RSUs vest on April 2, 2015. The remaining RSUs vest in 9 equal monthly installments beginning on April 2, 2015.

F6: This option shall vest over three (3) years, one-third of which shall vest on the one-year anniversary of the grant date, followed by 24 months of ratable monthly vesting.

F7: Converts into Common Stock on a one-for-one basis.