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EX-99.1 - EX-99.1 - ACME PACKET INCb88652exv99w1.htm
 
 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant To Section 13 Or 15(D) Of The Securities Exchange Act Of 1934
Date of report (Date of earliest event reported): October 17, 2011
ACME PACKET, INC.
(Exact name of registrant as specified in its charter)
         
Delaware   001-33041   04-3526641
(State or other jurisdiction of   (Commission File Number)   (I.R.S. Employer Identification No.)
incorporation)        
100 Crosby Avenue
Bedford, Massachusetts 01730

(Address of principal executive offices) (Zip Code)
(781) 328-4400
(Registrant’s telephone number, including area code)
N/A
(Former name or former address, if changed since last report)
     Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
  o   Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
  o   Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
  o   Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
  o   Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 

 


 

Item 5.02(e). Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
     On October 17, 2011, the Compensation Committee of Acme Packet, Inc. (the “Company”) approved a new form of restricted stock unit agreement for the Company’s executive officers, including its named executive officers. If the recipient remains associated with the Company, the restrictions on restricted stock units granted pursuant to the form agreement will lapse as follows: (i) 25% on the first day of the first calendar quarter after the one-year anniversary of the grant date and (ii) an additional 6.25% on the first day of each of the twelve (12) subsequent calendar quarters thereafter (other than the last of such lapses of the restrictions which shall lapse on the four-year anniversary of the grant date). If, before the restrictions have been terminated or lapsed, there is a change in control of the Company and within 365 days of the change of control the recipient of the restricted stock units (i) terminates his or her employment following any adverse change in authority, duty or responsibility, (ii) terminates his or her employment following a relocation of holder’s principal place of business that increases the holder’s commute prior to such relocation by more than fifty (50) miles, or (iii) is terminated by the Company for any reason or no reason (other than for cause), then the risk of forfeiture with respect to one hundred percent (100%) of the restricted stock units then subject to a risk of forfeiture shall lapse. The new form of restricted stock unit agreement for the Company’s executive officers is attached as Exhibit 99.1 to this Current Report on Form 8-K and incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
         
Exhibit   Description
  99.1    
Form of Standard Restricted Stock Unit Agreement for Management

 


 

SIGNATURES
     Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Date: October 21, 2011
         
  Acme Packet, Inc.
 
 
  By:   /s/ Peter J. Minihane    
    Name:   Peter J. Minihane   
    Title:   Chief Financial Officer   
 

 


 

         
EXHIBIT INDEX
         
Exhibit   Description
  99.1    
Form of Standard Restricted Stock Unit Agreement for Management