SYNCHRONOSS TECHNOLOGIES INC — Director's Dealing 2013

Feb 15, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: SYNCHRONOSS TECHNOLOGIES INC (SNCR)
CIK: 0001131554
Period of Report: 2013-02-13

Reporting Person: Waldis Stephen G (Director, CEO and Chairman)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-02-13	Common Stock	S	15000	$29.76	Disposed	999932	Direct
2013-02-14	Common Stock	S	15000	$30.53	Disposed	984932	Direct
2013-02-14	Common Stock	A	30500	$0.00	Acquired	1015432	Direct
2013-02-14	Common Stock	A	28284	$0.00	Acquired	1043716	Direct
2013-02-14	2013 Performance Shares	A	43000	$0.00	Acquired	43000	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2013-02-14	Stock Option (Right to Buy)	$31.02	A	76400	Acquired	2018-12-06	Common Stock (76400)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	53606	Indirect

Footnotes

F1: All of the sales reported on this Form were effected pursuant to an approved Rule 10b5-1 trading plan.

F2: The weighted average sales price is reported as stock sales were aggregated for reporting purposes. The per share transaction price ranged from $29.58 to $29.95. The reporting person will provide, upon request from an appropriate party, the per share sales volume and prices.

F3: The weighted average sales price is reported as stock sales were aggregated for reporting purposes. The per share transaction price ranged from $29.79 to $31.22. The reporting person will provide, upon request from an appropriate party, the per share sales volume and prices.

F4: Shares of restricted stock granted pursuant to the Company's 2006 Equity Incentive Plan.

F5: Shares held by the Waldis Family Partnership L.P., of which Stephen G. Waldis is the general partner.

F6: Represents target number of performance shares. The actual number of shares to be issued, which could range from 0 to one and one-half times the initial target amount, will depend upon the issuer's revenue and operating income during fiscal 2013 and the Company's stock performance. The shares, if any, will be issued in February 2014.

F7: The option shall become exercisable with respect to the first 25 percent of the shares subject to the option when the Reporting Person completes 12 months of continuous service after February 14, 2013. The option shall become exercisable with respect to an additional 1/48th of the shares subject to the option when the Reporting Person completes each month of continuous service thereafter.