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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, Section 17(a) of the Public Utility Holding Company Act of 1935 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 | ||||||||
| Non-qualified stock options (right to buy) | $ 2.39 | 06/06-04:00/2013 | A | 72,812 | (6) | 06/06-04:00/2023 | Common Stock | 72,812 | $ 0 | 72,812 | I | See footnotes (1) (6) | |||
| Reporting Owner Name / Address | Relationships | |||
| Director | 10% Owner | Officer | Other | |
| GLEBERMAN JOSEPH H C/O GOLDMAN, SACHS & CO. 200 WEST STREET NEW YORK, NY 10282 |
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| /s/ Kevin P. Treanor, Attorney-in-fact | 06/10-04:00/2013 | |
| **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) | The Reporting Person is an advisory director of Goldman, Sachs & Co. ("Goldman Sachs"). Goldman Sachs is a wholly-owned subsidiary of The Goldman Sachs Group, Inc. ("GS Group"). The Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of his pecuniary interest therein, if any. |
| (2) | The 62,542 shares of common stock, par value $0.001 per share (the "Common Stock"), were granted pursuant to Limelight Network, Inc.'s (the "Company") 2007 Equity Incentive Plan (the "Plan"), consisting of 31,271 restricted stock units granted to the Reporting Person, an advisory director of Goldman Sachs and 31,271 restricted stock units granted to Peter J. Perrone, a managing director of Goldman Sachs, in their capacity as directors of the Company. Each grant of 31,271 restricted stock units, if eligible, shall become fully vested and exercisable on the day prior to the Company's 2014 annual shareholder meeting (but in no event later than December 31, 2014), subject to continued board service through such date. Each restricted stock unit represents a contingent right to receive one share of the Company's Common Stock. Each of the Reporting Person and Mr. Perrone has an understanding with GS Group pursuant to which such shares are held for the benefit of GS Group. |
| (3) | GS Group also may be deemed to beneficially own 51,496 shares of Common Stock that were granted pursuant to the Plan on June 7, 2012, consisting of 25,748 restricted stock units granted to the Reporting Person, an advisory director of Goldman Sachs and 25,748 restricted stock units granted to Peter J. Perrone, a managing director of Goldman Sachs, in their capacity as directors of the Company. Each grant of 25,748 restricted stock units became fully vested and exercisable on June 5, 2013. Each restricted stock unit represents a contingent right to receive one share of the Company's Common Stock. Each of the Reporting Person and Mr. Perrone has an understanding with GS Group pursuant to which such shares are held for the benefit of GS Group. |
| (4) | GS Group also may be deemed to beneficially own 29,932 shares of Common Stock that were granted pursuant to the Plan on June 9, 2011, consisting of 14,966 restricted stock units granted to the Reporting Person, an advisory director of Goldman Sachs and 14,966 restricted stock units granted to Peter J. Perrone, a managing director of Goldman Sachs, in their capacity as directors of the Company. Each grant of 14,966 restricted stock units became fully vested and exercisable on June 6, 2012. Each restricted stock unit represents a contingent right to receive one share of the Company's Common Stock. Each of the Reporting Person and Mr. Perrone has an understanding with GS Group pursuant to which such shares are held for the benefit of GS Group. |
| (5) | Goldman Sachs beneficially owns directly and GS Group may be deemed to beneficially own indirectly 900 shares of the Company's Common Stock. Goldman Sachs and GS Group may be deemed to indirectly beneficially own, in the aggregate, 30,272,493 shares of Common Stock through certain investment partnerships of which affiliates of Goldman Sachs and GS Group are the general partner, managing general partner or managing partner (the "Funds"). Goldman Sachs also holds open short positions of 1,440 shares of Common Stock. Goldman Sachs is the investment manager of certain of the Funds. The securities reported herein as indirectly beneficially owned are beneficially owned directly by Goldman Sachs or the Funds. |
| (6) | The options to purchase 72,812 shares of Common Stock were granted pursuant to the Plan, consisting of 36,406 options granted to the Reporting Person and 36,406 options granted to Peter J. Perrone in their capacity as directors of the Company. Each grant of 36,406 options is fully vested and exercisable on the day prior to the Company's 2014 annual shareholder meeting (but in no event later than December 31, 2014), subject to continued board service through such date. Each of the Reporting Person and Mr. Perrone has an understanding with GS Group pursuant to which he holds such options for the benefit of GS Group. |