FORM 4 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP 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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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b). |
1. Name and Address of Reporting Person*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
VERINT SYSTEMS INC [ VRNT ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 04/13/2010 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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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) | 2. Transaction Date (Month/Day/Year) | 2A. Deemed Execution Date, if any (Month/Day/Year) | 3. Transaction Code (Instr. 8) | 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) | 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) | 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) | 7. Nature of Indirect Beneficial Ownership (Instr. 4) | |||
Code | V | Amount | (A) or (D) | Price | ||||||
Common Stock | 04/13/2010 | F | 6,301(1)(6) | D | $27 | 156,522 | D | |||
Common Stock | 04/13/2010 | F | 4,740(2)(7) | D | $27 | 151,782 | D | |||
Common Stock | 04/13/2010 | F | 6,125(3)(7) | D | $27 | 145,657 | D | |||
Common Stock | 04/13/2010 | F | 2,912(4)(7) | D | $27 | 142,745 | D | |||
Common Stock | 04/13/2010 | F | 3,571(5)(7) | D | $27 | 139,174 | D | |||
Common Stock | 04/13/2010 | F | 3,492(6)(7) | D | $27 | 135,682 | D |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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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 Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) | ||||
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Explanation of Responses: |
1. The Company repurchased these shares to enable the reporting person to make required tax payments resulting from the delivery of 16,800 shares of common stock previously granted under the Company's Stock Incentive Compensation Plan on July 2, 2007 and reported on row 1 of Table I of the Form 4s filed on July 5, 2007 and May 26, 2009. |
2. The Company repurchased these shares to enable the reporting person to make required tax payments resulting from the delivery of 11,610 shares of common stock previously granted under the Company's Stock Incentive Compensation Plan on July 2, 2007 and reported on row 2 of Table I of the Form 4s filed on July 5, 2007 and May 26, 2009. |
3. The Company repurchased these shares to enable the reporting person to make required tax payments resulting from the delivery of 12,900 shares of common stock previously granted under the Company's Stock Incentive Compensation Plan on July 2, 2007 and reported on row 3 of Table I of the Form 4s filed on July 5, 2007 and May 26, 2009. |
4. The Company repurchased these shares to enable the reporting person to make required tax payments resulting from the delivery of 7,767 shares of common stock previously granted under the Company's Stock Incentive Compensation Plan on July 2, 2007 and reported on row 4 of Table I of the Form 4 filed on May 26, 2009. |
5. The Company repurchased these shares to enable the reporting person to make required tax payments resulting from the delivery of 7,519 shares of common stock previously granted under the Company's Stock Incentive Compensation Plan on May 28, 2008 and reported on row 5 of Table I of the Form 4 filed on May 26, 2009. |
6. The Company repurchased these shares to enable the reporting person to make required tax payments resulting from the delivery of 7,518 shares of common stock previously granted under the Company's Stock Incentive Compensation Plan on May 28, 2008 and reported on row 6 of Table I of the Form 4 filed on May 26, 2009. |
7. On November 24, 2009, our board of directors approved a limited stock repurchase program (the "Officer Repurchase Program") for purposes of repurchasing from each executive officer the number of shares necessary to satisfy such officer's minimum tax withholding obligation in connection with equity vesting-related tax events that occur during a company-imposed trading blackout. Our executive officers are not obligated to participate in the Officer Repurchase Program, which is effective through the date we file our Annual Report on Form 10-K for the year ending January 31, 2010 and is not limited to a set number of shares. |
/s/ Peter D. Fante as Attorney in Fact for Douglas Robinson | 04/15/2010 | |
** Signature of Reporting Person | Date | |
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | ||
* 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). | ||
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
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 Number. |