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, Section 17(a) of the Public
Utility Holding Company Act of 1935 or Section 30(f) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

Shone Kevin 		2. Issuer Name and Ticker or Trading Symbol

UNICA CORP [ UNCA ] 		5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                      _____ 10% Owner
__ X __ Officer (give title below)      _____ Other (specify below)
Chief Financial Officer
(Last)          (First)          (Middle)

170 TRACER LANE 		3. Date of Earliest Transaction (MM/DD/YYYY)

10/5/2010
(Street)

WALTHAM, MA 01867
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
6. Individual or Joint/Group Filing (Check Applicable Line)

_ X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3) 		2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. 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   10/5/2010     D    11778   D $21.00   (1) 0   D    

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
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
Restricted Stock Units     (2) 10/5/2010     D         37500      (3)   (4) Common Stock   37500     (3) 0   D    
Restricted Stock Units     (2) 10/5/2010     D         25000      (3)   (4) Common Stock   25000     (3) 0   D    
Nonqualified Stock Option   $4.88   10/5/2010     D         50000      (5) 10/29/2014   Common Stock   50000     (5) 0   D    
Nonqualified Stock Option   $6.79   10/5/2010     D         25000      (6) 12/3/2015   Common Stock   25000     (6) 0   D    

Explanation of Responses:
( 1)  Shares were disposed of pursuant to the merger agreement between the Issuer and International Business Machines Corporation ("IBM") in exchange for a cash payment of $21.00 per share on the effective date of the merger.
( 2)  Each restricted stock unit represents a contingent right to receive one share of Issuer common stock.
( 3)  Pursuant to the terms of the restricted stock unit award agreement and the executive retention agreement, in each case between the Issuer and the Reporting Person, 100% of the restricted stock units vested at the effective time of the merger. Each such restricted stock unit that vested at the effective time of the merger agreement was disposed of pursuant to the merger agreement in exchange for a cash payment of $21.00 per restricted stock unit.
( 4)  These restricted stock units do not have an expiration date.
( 5)  This option was granted on October 29, 2008 and provided for vesting as to 25% on October 13, 2009 and 6.25% every three months thereafter. Pursuant to the terms of the option award agreement and the executive retention agreement, in each case between the Issuer and the Reporting Person, at the effective time of the merger, 100% of the then unvested options vested. Pursuant to the merger agreement and an option cancellation agreement between the Issuer and the reporting person, this option was cancelled in exchange for a cash payment equal to $806,000, before reduction for taxes, representing the difference between the exercise price of the option and the value of the merger consideration per share of common stock payable pursuant to the merger agreement of $21.00.
( 6)  This option was granted on December 3, 2009 and provided for vesting as to 12.5% on June 1, 2010 and 6.25% every three months thereafter. Pursuant to the terms of the option award agreement and the executive retention agreement, in each case between the Issuer and the Reporting Person, at the effective time of the merger, 100% of the then unvested options vested. Pursuant to the merger agreement and an option cancellation agreement between the Issuer and the reporting person, this option was cancelled in exchange for a cash payment equal to $355,250, before reduction for taxes, representing the difference between the exercise price of the option and the value of the merger consideration per share of common stock payable pursuant to the merger agreement of $21.00.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
Shone Kevin
170 TRACER LANE
WALTHAM, MA 01867

Chief Financial Officer

Signatures
/s/ Jason W. Joseph, Vice President and General Counsel By Power of Attorney 10/7/2010
** 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 control number.
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