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VERINT SYSTEMS INC Director's Dealing 2012

Apr 4, 2012

32073_dirs_2012-04-04_b677f491-c95c-4ccc-8dc3-5202e55dade1.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: PARCELL DAVID (Managing Director, EMEA)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2012-04-02 Common Stock A 10254 Acquired 17391 Direct
2012-04-02 Common Stock A 4023 Acquired 21414 Direct
2012-04-02 Common Stock A 2854 Acquired 24268 Direct
2012-04-04 Common Stock A 3933 Acquired 28201 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).

F5: The opening balance reflected on this form is currently being reviewed by the Company. The reporting person will correct the disclosed balance in the event it is required to be revised as a result of this review.