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VERINT SYSTEMS INC Director's Dealing 2012

Apr 4, 2012

32073_dirs_2012-04-04_d0a6ce5b-88da-4121-a9d7-3775e0d62e0e.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: VERINT SYSTEMS INC (VRNT)
CIK: 0001166388
Period of Report: 2012-04-02

Reporting Person: BODNER DAN (Director, President & CEO)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2012-04-02 Common Stock A 31966 Acquired 313746 Direct
2012-04-02 Common Stock A 25672 Acquired 339418 Direct
2012-04-02 Common Stock A 18412 Acquired 357830 Direct
2012-04-04 Common Stock A 25097 Acquired 382927 Direct

Footnotes

F1: Represents the earned portion of the last 1/3 of the award, for which the performance conditions for vesting lapsed on April 2, 2012 as a result of the Company's achievement of specified performance goals for the period from February 1, 2011 through January 31, 2012 and the filing of the Company's Annual Report on Form 10-K for such period.

F2: Represents the earned portion of the second 1/3 of the award for which the performance conditions for vesting lapsed on April 2, 2012 as a result of the Company's achievement of specified performance goals for the period from February 1, 2011 through January 31, 2012 and the filing of the Company's Annual Report on Form 10-K for such period. The vesting of the remaining 1/3 of the award (which is not included in Table I) remains subject to the determination of the achievement of certain performance goals.

F3: Represents the earned portion of the first 1/3 of the award, for which the performance conditions for vesting lapsed on April 2, 2012 as a result of the Company's achievement of specified performance goals for the period from February 1, 2011 through January 31, 2012 and the filing of the Company's Annual Report on Form 10-K for such period. The vesting of the remaining 2/3 of the award (which is not included in Table I) remains subject to the determination of the achievement of certain performance goals.

F4: Represents the earned portion of the second 1/3 of this award that vested on April 4, 2012. The remaining tranche of this award is scheduled to vest on April 4, 2013 (and is not included in Table I).