Mitel Networks (MITL) Form 4 MITEL NETWORKS / Jon Brinton ownership change

SEC Form 4

FORM 4

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
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

Brinton Jon

(Last) (First) (Middle)

350 LEGGET DRIVE

OTTAWA, A6

(Street)

K2K 2W7

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
MITEL NETWORKS CORP [ MITL ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
See Remarks

3. Date of Earliest Transaction (Month/Day/Year)
03/05/2018

4. If Amendment, Date of Original Filed (Month/Day/Year)

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. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	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 Shares	03/05/2018		M		10,125	A	$0	76,839	D
Common Shares	03/05/2018		M		9,875	A	$0	86,714	D
Common Shares	03/06/2018		S		5,997(1)	D	$8.0086	80,717	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 (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 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: 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	$0	03/05/2018		M			10,125	(2)	(2)	Common Shares	10,125	$0	20,250	D
Restricted Stock Units	$0	03/05/2018		M			9,875	(3)	(3)	Common Shares	9,875	$0	9,875	D

Explanation of Responses:

1. Represents the automatic withholding of Common Shares to satisfy tax withholding obligations in connection with the vesting of RSUs

2. Represents 40,500 Common Shares underlying 40,500 Restricted Stock Units ("RSUs") granted to Mr. Brinton on March 4, 2016. These RSUs will vest as follows: (i) 10,125 of the RSUs will vest on March 4, 2017; (ii) 10,125 of the RSUs will vest on March 4, 2018; (iii) 10,125 of the RSUs will vest on March 4, 2019; and (iv) 10,125 of the RSUs will vest on March 4, 2020.

3. Represents 29,625 Common Shares underlying 29,625 RSUs granted to Mr. Brinton on March 5, 2015. These RSUs will vest as follows: (i) 9,875 of the RSUs will vest on March 5, 2017; (ii) 9,875 of the RSUs will vest on March 5, 2018; and (iii) 9,875 of the RSUs will vest on March 5, 2019.

	/s/ Jon Brinton	03/07/2018
	** 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).
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