VIASAT INC — Director's Dealing 2016

Nov 21, 2016

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: VIASAT INC (VSAT)
CIK: 0000797721
Period of Report: 2016-11-17

Reporting Person: BALDRIDGE RICHARD A (Director, Chief Operating Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2016-11-17	$.0001 par value common stock	M	5417	$0.00	Acquired	5417	Direct
2016-11-17	$.0001 par value common stock	F	2827	$69.74	Disposed	2590	Direct
2016-11-17	$.0001 par value common stock	G	2590	$0.00	Disposed	0	Direct
2016-11-17	$.0001 par value common stock	G	2590	$0.00	Acquired	150352	Indirect

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2016-11-17	stock option, right to buy	$69.74	A	112500	Acquired	2022-11-17	common stock (112500)	Direct
2016-11-17	restricted stock unit	$	A	37500	Acquired		common stock (37500)	Direct
2016-11-17	restricted stock unit	$0.00	M	5417	Disposed		common stock (5417)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
$.0001 par value common stock	2069	Indirect

Footnotes

F1: This entry represents the number of shares of ViaSat, Inc. common stock withheld by the Issuer to satisfy the tax withholding obligation of the Reporting Person. These shares were not sold by the Reporting Person but were instead offset from the total number of vested shares received by the Reporting Person from the Issuer.

F2: The restricted stock unit was granted to Richard A. Baldridge, an officer of ViaSat, Inc. Upon vesting the shares were contributed to The Baldridge Family Trust.

F3: The option vests in 4 equal annual installments beginning on 11/17/2017.

F4: Each restricted stock unit represents a contingent right to receive one share of ViaSat, Inc. common stock.

F5: Subject to the reporting person's election to defer the receipt of common stock, the units vest and convert into shares of common stock of the Issuer at a rate of 1/4 on the 13th month anniversary of the grant date; 1/4th on the second anniversary of the grant date; 1/4th on the third anniversary of the grant date and 1/4 on the fourth anniversary of the grant date.

F6: Until vested, the restricted stock unit shall be subject to forfeiture in the event of termination of employment or service with the issuer.

F7: The original restricted stock unit grant was for 21,667 units on 11/17/2014. Subject to the reporting person's election to defer the receipt of common stock, the units vest and convert into shares of common stock of the Issuer at a rate of 1/4 on the 13th month anniversary of the grant date; 1/4th on the second anniversary of the grant date; 1/4th on the third anniversary of the grant date and 1/4 on the fourth anniversary of the grant date.