SYNCHRONOSS TECHNOLOGIES INC — Director's Dealing 2015

Feb 20, 2015

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: SYNCHRONOSS TECHNOLOGIES INC (SNCR)
CIK: 0001131554
Period of Report: 2015-02-17

Reporting Person: Hilbert Paula J (Executive Vice President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2015-02-17	Common Stock	A	3836	$0.00	Acquired	34535	Direct
2015-02-17	Common Stock	S	2199	$42.68	Disposed	32336	Direct
2015-02-17	2015-2017 Performance Shares	A	3836	$0.00	Acquired	3836	Direct
2015-02-17	2015-2016 Performance Shares	A	3836	$0.00	Acquired	3836	Direct
2015-02-17	2015-2017A Performance Shares	A	1918	$0.00	Acquired	1918	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2015-02-17	Stock Option (Right to Buy)	$43.54	A	10447	Acquired	2022-02-17	Common Stock (10447)	Direct

Footnotes

F1: Shares of restricted stock granted pursuant to the Company's 2006 Equity Incentive Plan. One-third of the shares shall vest on each anniversary of the grant date

F2: All of the sales reported on this Form were effected pursuant to an approved Rule 10b5-1 trading plan. Represents sale to cover vesting of shares of Restricted Stock.

F3: Represents target number of performance shares. The actual number of shares to be issued, which could range from 0 to two times the initial target amount, will depend upon the issuer's revenue, EBITDA and cloud revenue growth during fiscal years 2015, 2016 and 2017. The shares, if any, will be issued in February 2018.

F4: Represents target number of performance shares. The actual number of shares to be issued, which could range from 0 to two times the initial target amount, will depend upon the issuer's revenue, EBITDA and cloud revenue growth during fiscal years 2015 and 2016. The shares, if any, will be issued in February 2016 with respect to 2015 financial targets and February 2017 with respect to the 2015-2016 financial targets.

F5: Represents target number of performance shares. The actual number of shares to be issued, which could range from 0 to one times the initial target amount based on agreed upon objectives of the Company. The shares, if any, will be issued in February 2018.

F6: 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 17, 2015. The option shall become exercisable with respect to an additional 1/48th of the shares subject to the option when the Reporting Person completed each month of continuous service thereafter.