UTSTARCOM HOLDINGS CORP. — Director's Dealing 2010

Mar 2, 2010

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: UTSTARCOM INC (UTSI)
CIK: 0001030471
Period of Report: 2010-02-26

Reporting Person: BLACKMORE PETER (Director, CEO & President)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2010-02-26	Common Stock	M	21250	—	Acquired	1027603	Direct
2010-02-26	Common Stock	M	42500	—	Acquired	1070103	Direct
2010-02-26	Common Stock	M	28091	—	Acquired	1098194	Direct
2010-02-26	Common Stock	M	74385	—	Acquired	1172579	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2010-02-26	Restricted Stock Units	$	M	21250	Disposed		Common Stock (21250)	Direct
2010-02-26	Restricted Stock Units	$	M	42500	Disposed		Common Stock (42500)	Direct
2010-02-26	Restricted Stock Units	$	M	28091	Disposed		Common Stock (28091)	Direct
2010-02-26	Restricted Stock Units	$	M	74385	Disposed		Common Stock (74385)	Direct

Footnotes

F1: Each restricted stock unit represents a contingent right to receive one share of UTStarcom stock.

F2: The restricted stock units vest in installments beginning: 25% on February 27, 2009 and 25% annually thereafter.

F3: The remaining restricted stock units vested on February 26, 2010.

F4: The restricted stock units vest in installments beginning: 25% on February 26, 2010 and 25% annually thereafter, subject to Mr. Blackmore's continued service to the Company through each applicable vesting date.

F5: At its meeting on February 18, 2010, the Compensation Committee determined that Mr. Blaclmore had earned 66.2% of the performance award granted to him on February 27, 2009 based on achievement of management performance objectives for fiscal year 2009. The earned portion of the award vests 50% on February 26, 2010 and February 28, 2011.