1. Name and Address of Reporting Person
*
Blough Marvin C
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2. Issuer Name
and
Ticker or Trading Symbol
SONICWALL INC
[
SNWL
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director
_____ 10% Owner
__
X
__ Officer (give title below)
_____ Other (specify below)
VP, Worldwide Sales
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(Last)
(First)
(Middle)
C/O SONICWALL, INC., 2001 LOGIC DRIVE
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3. Date of Earliest Transaction
(MM/DD/YYYY)
7/23/2010
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(Street)
SAN JOSE, CA 95124
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_
X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Explanation of Responses:
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(
1)
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In connection with the Agreement and Plan of Merger, dated June 2, 2010, between the Issuer, PSM Holdings 2, Inc. ("Parent") and PSM Merger Sub, Inc. ("Merger Sub"), pursuant to which Merger Sub merged with and into the Issuer and the Issuer was acquired by Parent (the "Merger"), this option, which provided for vesting as to 1/4 of the shares November 14, 2001 and as to 1/48 of the shares on each one month anniversary thereafter, was canceled in exchange for a cash amount equal to the net value of the exercise price and the $11.50 per share Merger consideration.
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(
2)
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This option, which provided for vesting as to 1/48 of the shares on June 6, 2002 and each one month anniversary thereafter, was canceled in the Merger in exchange for a cash amount equal to the net value of the exercise price and the $11.50 per share Merger consideration.
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(
3)
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This option, which was originally granted for 24,610 shares, of which 12,306 shares were previously exercised, and which provided for vesting as to 1/48 of the shares on September 11, 2003 and each one month anniversary thereafter, was canceled in the Merger in exchange for a cash amount equal to the net value of the exercise price and the $11.50 per share Merger consideration.
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(
4)
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This option, which was originally granted for 50,000 shares, of which 20,000 shares were previously exercised, and which provided for vesting as to 1/48 of the shares on September 11, 2003 and each one month anniversary thereafter, was canceled in the Merger in exchange for a cash amount equal to the net value of the exercise price and the $11.50 per share Merger consideration.
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(
5)
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This option, which provided for vesting as to 1/48 of the shares on November 24, 2003 and each one month anniversary thereafter, was canceled in the Merger in exchange for a cash amount equal to the net value of the exercise price and the $11.50 per share Merger consideration.
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(
6)
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This option, which provided for vesting as to 1/48 of the shares on November 11, 2004 and each one month anniversary thereafter, was canceled in the Merger in exchange for a cash amount equal to the net value of the exercise price and the $11.50 per share Merger consideration.
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(
7)
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This option, which provided for vesting as to 1/48 of the shares on September 1, 2005 and each one month anniversary thereafter, was canceled in the Merger in exchange for a cash amount equal to the net value of the exercise price and the $11.50 per share Merger consideration.
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(
8)
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This option, which provided for vesting as to 1/48 of the shares on December 29, 2005 and each one month anniversary thereafter, was canceled in the Merger in exchange for a cash amount equal to the net value of the exercise price and the $11.50 per share Merger consideration.
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(
9)
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This option, which provided for vesting as to 1/48 of the shares on March 9, 2007 and each one month anniversary thereafter, was fully accelerated as to vesting and canceled in the Merger in exchange for a cash amount equal to the net value of the exercise price and the $11.50 per share Merger consideration.
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(
10)
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This option, which provided for vesting as to 1/48 of the shares on March 11, 2008 and each one month anniversary thereafter, was fully accelerated as to vesting and canceled in the Merger in exchange for a cash amount equal to the net value of the exercise price and the $11.50 per share Merger consideration.
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(
11)
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This option, which provided for vesting as to 30% of the shares on November 14, 2009 and as to 1/42 of the remainder of the shares on each one month anniversary thereafter, was fully accelerated as to vesting and canceled in the Merger in exchange for a cash amount equal to the net value of the exercise price and the $11.50 per share Merger consideration.
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(
12)
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This option, which provided for vesting as to 1/48 of the shares on November 27, 2009 and each one month anniversary thereafter, was fully accelerated as to vesting and canceled in the Merger in exchange for a cash amount equal to the net value of the exercise price and the $11.50 per share Merger consideration.
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