Nancy Erba - Oct 5, 2021 Form 4 Insider Report for Infinera Corp (INFN)

Role: Chief Financial Officer
Signature: /s/ Michael Hopp, by Power of Attorney
Stock symbol: INFN
Transactions as of: Oct 5, 2021
Transactions value $: -$683,383
Form type: 4
Date filed: 10/6/2021, 09:33 PM
Previous filing: Sep 15, 2021
Next filing: Dec 7, 2021

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	INFN	Common Stock	Options Exercise	$0	+167K	+89.86%	$0.00	352K	Oct 5, 2021	Direct
transaction	INFN	Common Stock	Tax liability	-$683K	-82.6K	-23.47%	$8.27	269K	Oct 5, 2021	Direct

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	INFN	Restricted Stock Units	Award	$0	-167K	-88.89%	$0.00	20.8K	Oct 5, 2021	Common Stock	188K		Direct	F1, F2

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id	Content
F1	Each restricted stock unit ("RSU") represents a contingent right to receive one share of common stock of Infinera Corporation (the "Company").
F2	On August 26, 2019, Ms. Erba was granted a PSU award for a target number of 187,500 shares of common stock that could become eligible to vest subject to the Company's achievement of positive operating income (the "Performance Goal") during fiscal 2019 through fiscal 2021. The Performance Goal is measured on a non-GAAP basis, either (a) for a full fiscal year or (b) for any four consecutive fiscal quarters. The Company achieved the Performance Goal during the four consecutive fiscal quarters ending with the fiscal quarter ended June 26, 2021, as certified by the Company's Compensation Committee on September 13, 2021, per the terms of the PSU award. As a result, 166,666 shares of common stock underlying this award will vest on October 5, 2021 and 20,834 shares of common stock underlying this award will vest on January 5, 2022, each vesting subject to Ms. Erba's continued service to the Company through such date.

Content

Each restricted stock unit ("RSU") represents a contingent right to receive one share of common stock of Infinera Corporation (the "Company").

On August 26, 2019, Ms. Erba was granted a PSU award for a target number of 187,500 shares of common stock that could become eligible to vest subject to the Company's achievement of positive operating income (the "Performance Goal") during fiscal 2019 through fiscal 2021. The Performance Goal is measured on a non-GAAP basis, either (a) for a full fiscal year or (b) for any four consecutive fiscal quarters. The Company achieved the Performance Goal during the four consecutive fiscal quarters ending with the fiscal quarter ended June 26, 2021, as certified by the Company's Compensation Committee on September 13, 2021, per the terms of the PSU award. As a result, 166,666 shares of common stock underlying this award will vest on October 5, 2021 and 20,834 shares of common stock underlying this award will vest on January 5, 2022, each vesting subject to Ms. Erba's continued service to the Company through such date.