Sec Form 4 Filing - Mobassaly Robert @ JUNIPER NETWORKS INC - 2024-12-19

Insider filing report for Changes in Beneficial Ownership
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FORM 4
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
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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1. Name and Address of Reporting Person
Mobassaly Robert
2. Issuer Name and Ticker or Trading Symbol
JUNIPER NETWORKS INC [ JNPR]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
SVP General Counsel
(Last) (First) (Middle)
1133 INNOVATION WAY
3. Date of Earliest Transaction (MM/DD/YY)
12/19/2024
(Street)
SUNNYVALE, CA94089
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction 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 12/19/2024 M( 1 ) 11,572 A $ 0 61,987 D
Common Stock 12/19/2024 M( 1 ) 11,121 A $ 0 73,108 D
Common Stock 12/19/2024 M( 1 ) 20,592 A $ 0 93,700 D
Common Stock 12/19/2024 M( 1 ) 37,500 A $ 0 131,200 D
Common Stock 12/19/2024 F( 2 ) 42,536 D $ 37 88,664 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Performance Stock Unit $ 0 12/19/2024 M( 1 ) 11,572 ( 3 ) 02/21/2025( 3 ) Common Stock 11,572 $ 0 0 D
RSU Award $ 0 12/19/2024 M( 1 ) 11,121 ( 4 ) 02/18/2025( 4 ) Common Stock 11,121 $ 0 0 D
RSU Award $ 0 12/19/2024 M( 1 ) 20,592 ( 5 ) 02/20/2026( 5 ) Common Stock 20,592 $ 0 0 D
RSU Award $ 0 12/19/2024 M( 1 ) 37,500 ( 6 ) 02/20/2027( 6 ) Common Stock 37,500 $ 0 0 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Mobassaly Robert
1133 INNOVATION WAY
SUNNYVALE, CA94089
SVP General Counsel
Signatures
By: /s/ Colin Lloyd, as attorney-in-fact For: Robert Mobassaly 12/20/2024
Signature of Reporting Person Date
Explanation of Responses:
( 1 )In connection with that certain Agreement and Plan of Merger, dated as of January 9, 2024 (the "Merger Agreement"), entered into by and among Juniper Networks, Inc., a Delaware corporation (the "Issuer"), Hewlett Packard Enterprise Company, a Delaware corporation, and Jasmine Acquisition Sub, Inc., a Delaware corporation and a wholly-owned subsidiary of Parent, the Compensation Committee of the Issuer's Board of Directors (the "Committee") approved the acceleration of the payment of certain equity awards to mitigate certain adverse tax consequences under Section 280G or 4999 of the Internal Revenue Code of 1986, as amended, that could arise in connection with the anticipated transactions under the Merger Agreement. The accelerated settlement of equity awards reported in this Form 4 was contingent upon the reporting person's agreement to repay accelerated compensation amounts under certain conditions.
( 2 )Represents shares withheld from the released share awards for the payment of applicable income and payroll withholding taxes due on release.
( 3 )Represents performance-based restricted share units granted to the reporting person on February 20, 2022 and scheduled to vest in the first quarter of 2025 following certification by the Committee, subject to the reporting person's service through the settlement date. The number of performance-based restricted share units reported represents 100% of the 6,315 shares that were certified by the Committee on February 9, 2023 and 100% of the 5,257 shares that were certified by the Committee on February 14, 2024.
( 4 )Represents a grant of 33,700 shares granted to the reporting person on February 18, 2022 and scheduled to vest thirty-four percent on the one year anniversary of the grant date and thirty-three percent annually on the second anniversary and third anniversary. The number of RSUs reported represents 100% of the number of RSUs scheduled to vest on February 18, 2025.
( 5 )Represents a grant of 31,200 shares granted to the reporting person on February 20, 2023 and scheduled to vest thirty-four percent on the one year anniversary of the grant date and thirty-three percent annually on the second anniversary and third anniversary. The number of RSUs reported represents 100% of the number of RSUs scheduled to vest on February 20, 2025 and February 20, 2026.
( 6 )Represents a grant of 37,500 shares granted to the reporting person on February 20, 2024 and scheduled to vest thirty-four percent on the one year anniversary of the grant date and thirty-three percent annually on the second anniversary and third anniversary. The number of RSUs reported represents 100% of the number of RSUs scheduled to vest on February 20, 2025, February 20, 2026, and February 20, 2027.

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