Statement of Changes in Beneficial Ownership (4)
March 03 2021 - 5:04PM
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).
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 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
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CHUNG PETER Y |
2. Issuer Name and Ticker or Trading Symbol
Acacia Communications, Inc.
[
ACIA
]
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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)
C/O SUMMIT PARTNERS, 222 BERKELEY STREET, 18TH FLOOR |
3. Date of Earliest Transaction
(MM/DD/YYYY)
3/1/2021 |
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(Street)
BOSTON, MA 02116
(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 | 3/1/2021 | | D | | 14600 (1) | D | $115.00 (2) | 0 | D | |
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) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. 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 | 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 of Derivative Security: 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) | Mr. Chung held 14,600 shares of the Company's Common Stock for the benefit of Summit Partners, L.P., which is entitled to the proceeds of any such sales. Summit Partners, L.P., through a two-person investment committee responsible for voting and investment decisions with respect to the Company's securities, currently comprised of Martin J. Mannion and Peter Y. Chung, has voting and dispositive power over the Common Stock reported herein and therefore may be deemed to beneficially own such shares. Each of Summit Partners, L.P., Mannion and Mr. Chung disclaims beneficial ownership of the Common Stock, except to the extent of their pecuniary interest therein. |
| (2) | Pursuant to the terms of the Merger Agreement, at the Effective Time, each share of the Company's Common Stock automatically converted into the right to receive the Merger Consideration. |
Remarks:
On March 1, 2021, pursuant to the Amended and Restated Agreement and Plan of Merger, by and among Cisco Systems, Inc. ("Parent"), Amarone Acquisition Corp. ("Merger Sub") and Acacia Communications, Inc. (the "Company"), dated January 14, 2021 (the "Merger Agreement"), Merger Sub merged with and into the Company (the "Merger"), with the Company surviving the Merger as a wholly owned subsidiary of Parent. Pursuant to the Merger Agreement, at the effective time of the Merger (the "Effective Time"), each share of the Company's common stock automatically converted into the right to receive $115.00 per share in cash (the "Merger Consideration"). |
Reporting Owners
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| Reporting Owner Name / Address | Relationships |
| Director | 10% Owner | Officer | Other |
CHUNG PETER Y
C/O SUMMIT PARTNERS
222 BERKELEY STREET, 18TH FLOOR
BOSTON, MA 02116 | X |
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Signatures
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| Robin W. Devereux, POA for Peter Y. Chung | | 3/3/2021 |
| **Signature of Reporting Person | Date |
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