- Statement of Changes in Beneficial Ownership (4)
April 27 2009 - 8:49PM
Edgar (US Regulatory)
FORM 4
[
X
]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue.
See
Instruction 1(b).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public
Utility Holding Company Act of 1935 or Section 30(f) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
Dougherty Greg
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2. Issuer Name
and
Ticker or Trading Symbol
AVANEX CORP
[
AVNX
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__
X
__ Director
_____ 10% Owner
_____ Officer (give title below)
_____ Other (specify below)
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(Last)
(First)
(Middle)
40919 ENCYCLOPEDIA CIRCLE
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3. Date of Earliest Transaction
(MM/DD/YYYY)
4/27/2009
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(Street)
FREMONT, CA 94538
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_
X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security
(Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code
(Instr. 8)
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4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock
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4/27/2009
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D
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6414
(1)
(2)
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D
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(3)
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0
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D
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Table II - Derivative Securities Beneficially Owned (
e.g.
, puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 3)
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2. Conversion or Exercise Price of Derivative Security
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3. Trans. Date
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3A. Deemed Execution Date, if any
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4. Trans. Code
(Instr. 8)
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5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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6. Date Exercisable and Expiration Date
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7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
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8. Price of Derivative Security
(Instr. 5)
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9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)
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10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)
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11. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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(A)
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(D)
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Date Exercisable
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Expiration Date
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Title
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Amount or Number of Shares
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Non-Qualified Stock Option (right to buy)
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$19.20
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4/26/2005
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D
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2666
(1)
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(4)
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4/26/2015
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Common Stock
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2666
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(4)
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0
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D
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Non-Qualified Stock Option (right to buy)
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$11.25
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10/27/2005
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D
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1333
(1)
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(5)
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10/27/2015
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Common Stock
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1333
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(5)
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0
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D
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Non-Qualified Stock Option (right to buy)
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$22.80
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11/3/2006
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D
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1333
(1)
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(6)
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11/3/2016
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Common Stock
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1333
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(6)
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0
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D
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Non-Qualified Stock Option (right to buy)
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$23.55
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11/15/2007
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D
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1333
(1)
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(7)
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11/15/2017
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Common Stock
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1333
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(7)
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0
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D
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Non-Qualified Stock Option (right to buy)
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$1.61
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11/13/2008
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D
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1333
(1)
(9)
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(8)
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11/13/2018
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Common Stock
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1333
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(8)
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0
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D
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Explanation of Responses:
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(
1)
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The total number of shares being disposed has been adjusted to reflect the 15-for-1 reverse stock split that the Company effected following the close of market on August 12, 2008.
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(
2)
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Includes 666 vested shares from a Restricted Stock Unit granted on November 13, 2008 that was previously not reported on a Form 4.
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(
3)
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Disposed of pursuant to the merger agreement between issuer and Bookham, Inc. in exchange for 34,802 shares of Bookham common stock having a market value per share of $0.56 on the effective date of the merger.
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(
4)
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This option, which is 100% vested, was assumed by Bookham, Inc. in the merger and is now an option to purchase 14,465 shares of Bookham common stock for $3.539 per share.
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(
5)
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This option, which is 100% vested, was assumed by Bookham, Inc. in the merger and is now an option to purchase 7,232 shares of Bookham common stock for $2.073 per share.
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(
6)
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This option, which is 100% vested, was assumed by Bookham, Inc. in the merger and is now an option to purchase 7,232 shares of Bookham common stock for $4.202 per share.
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(
7)
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This option, which is 100% vested, was assumed by Bookham, Inc. in the merger and is now an option to purchase 7,232 shares of Bookham common stock for $4.34 per share.
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(
8)
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This option, which is 100% vested, was assumed by Bookham, Inc. in the merger and is now an option to purchase 7,232 shares of Bookham common stock for $0.297 per share.
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(
9)
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Non-Qualified Stock Option granted on November 13, 2008 was previously not reported on a Form 4.
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Reporting Owners
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Reporting Owner Name / Address
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Relationships
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Director
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10% Owner
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Officer
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Other
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Dougherty Greg
40919 ENCYCLOPEDIA CIRCLE
FREMONT, CA 94538
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X
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Signatures
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Richard C. Blake, Attorney-in-fact for Greg Dougherty
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4/27/2009
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**
Signature of Reporting Person
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Date
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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*
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If the form is filed by more than one reporting person,
see
Instruction 4(b)(v).
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**
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Intentional misstatements or omissions of facts constitute Federal Criminal Violations.
See
18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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Note:
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File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure.
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Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
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