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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940 |
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| Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
| 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. | SEC 1474 (9-02) | ||
| 1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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| Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
| Singer Eric C/O QUANTUM CORPORATION, 224 AIRPORT PARKWAY, SUITE 550 SAN JOSE, CA 95110 |
X | X | ||
| /s/ Eric Singer | 09/09/2019 | |
| **Signature of Reporting Person | Date |
| * | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
| ** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
| (1) | Grant of Restricted Stock Units ("RSUs"), each of which represents a contingent right to receive one share of common stock of Quantum. The RSUs were fully vested upon the grant date September 5, 2020. Quantum's Board of Directors determined to suspend cash and equity compensation for all non-employee directors as of August 1, 2018 as a result of Quantum not being current with its SEC filings at that time, the financing needs of Quantum at that time and other factors. These RSUs were approved as fully vested in recognition of the Reporting Person's past services as a director. |
| (2) | Grant of RSUs, each of which represents a contingent right to receive one share of common stock of Quantum. The RSUs vest upon the earlier of the Quantum's 2020 Annual Meeting or September 5, 2020. These RSUs were approved in connection with the reinstatement of Quantum's normal equity compensation program for non-employee directors. |
| (3) | Shares of Common Stock beneficially owned directly by VIEX Opportunities Fund, LP - Series One ("Series One"). VIEX GP, LLC ("VIEX GP"), as the general partner of Series One, may be deemed the beneficial owner of the shares of Common Stock beneficially owned by Series One. VIEX Capital Advisors, LLC ("VIEX Capital"), as the investment manager of Series One, may be deemed the beneficial owner of the shares of Common Stock beneficially owned by Series One. Mr. Singer, as the managing member of each of VIEX GP and VIEX Capital, may be deemed the beneficial owner of the shares of Common Stock beneficially owned by Series One. VIEX Capital, VIEX GP and Mr. Singer and each of their affiliates disclaim beneficial ownership of the reported shares, except to the extent of their respective pecuniary interest therein. |
| (4) | Shares of Common Stock beneficially owned directly by VIEX Opportunities Fund, LP - Series Two ("Series Two"). VIEX GP, as the general partner of Series Two, may be deemed the beneficial owner of the shares of Common Stock beneficially owned by Series Two. VIEX Capital, as the investment manager of Series Two, may be deemed the beneficial owner of the shares of Common Stock beneficially owned by Series Two. Mr. Singer, as the managing member of each of VIEX GP and VIEX Capital, may be deemed the beneficial owner of the shares of Common Stock beneficially owned by Series Two. VIEX Capital, VIEX GP and Mr. Singer and each of their affiliates disclaim beneficial ownership of the reported shares, except to the extent of their respective pecuniary interest therein. |
| (5) | Shares of Common Stock beneficially owned directly by VIEX Special Opportunities Fund III, LP ("VSO III"). VIEX Special Opportunities GP III, LLC ("VSO GP III"), as the general partner of VSO III, may be deemed the beneficial owner of the shares of Common Stock beneficially owned by VSO III. VIEX Capital, as the investment manager of VSO III, may be deemed the beneficial owner of the shares of Common Stock beneficially owned by VSO III. Mr. Singer, as the managing member of each of VSO GP III and VIEX Capital, may be deemed the beneficial owner of the shares of Common Stock beneficially owned by VSO III. VIEX Capital, VIEX GP and Mr. Singer and each of their affiliates disclaim beneficial ownership of the reported shares, except to the extent of their respective pecuniary interest therein. |