- Statement of Changes in Beneficial Ownership (4)
July 15 2009 - 6:07PM
Edgar (US Regulatory)
FORM 4
[ ]
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
*
SANDELL SCOTT D
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2. Issuer Name
and
Ticker or Trading Symbol
Data Domain, Inc.
[
DDUP
]
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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)
1119 ST. PAUL STREET
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3. Date of Earliest Transaction
(MM/DD/YYYY)
7/14/2009
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(Street)
BALTIMORE, MD 21202
(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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7/14/2009
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M
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56250
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A
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$8.90
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56250
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D
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Common Stock
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7/14/2009
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M
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15000
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A
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$24.44
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71250
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D
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Common Stock
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895523
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I
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See Note 1
(1)
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Common Stock
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109393
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I
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See Note 2
(2)
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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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Director Stock Option (right to buy)
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$8.90
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7/14/2009
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M
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56250
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3/26/2008
(3)
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3/25/2017
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Common Stock
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56250
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$0
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43750
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D
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Director Stock Option (right to buy)
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$24.44
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7/14/2009
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M
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15000
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(4)
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6/3/2018
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Common Stock
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15000
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$0
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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 securities are directly held by New Enterprise Associates 10, Limited Partnership ("NEA 10"). The Reporting Person is a general partner of NEA Partners 10, Limited Partnership ("NEA Partners 10"), the sole general partner of NEA 10. The Reporting Person disclaims beneficial ownership within the meaning of Section 16 of the Securities Exchange Act of 1934, as amended (the "1934 Act"), or otherwise of such portion of the NEA 10 shares in which the Reporting Person has no actual pecuniary interest therein.
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(
2)
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The securities are directly held by NEA Partners 10. The Reporting Person is a general partner of NEA Partners 10. The Reporting Person disclaims beneficial ownership within the meaning of Section 16 of the 1934 Act or otherwise of such portion of the NEA Partners 10 shares in which the Reporting Person has no actual pecuniary interest therein.
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(
3)
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The option was granted to the Reporting Person on March 26, 2007 and vests over four (4) years from the date of grant, with 25% vesting 12 months from the date of grant and the remaining shares vesting in equal monthly installments thereafter.
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(
4)
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Fully vested.
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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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SANDELL SCOTT D
1119 ST. PAUL STREET
BALTIMORE, MD 21202
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X
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Signatures
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/s/ Louis Citron, attorney-in-fact
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7/15/2009
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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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