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| 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, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 | | OMB APPROVAL | | OMB Number: | 3235-0287 | | Expires: | February 28, 2011 | | Estimated average burden | | hours per response | 0.5 |
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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*
(Street)
| 2. Issuer Name and Ticker or Trading Symbol 3COM CORP
[COMS] | 5. Relationship of Reporting Person(s) to Issuer (Check all applicable)| X | Director | | 10% Owner | | Officer (give title below) | | Other (specify below) | |
| 3. Date of Earliest Transaction (Month/Day/Year) 09/24/2008 | 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 |
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| 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 |
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 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 | |
Non-Qualified Stock Option (right to buy)
| $
2.18
| 09/24/2008 | | A | |
50,000
| | | 09/24/2015 |
Common Stock
|
50,000
|
$
0
|
50,000
|
D
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| Explanation of Responses: | |
| By: Stacy Romain-Bishop, Attorney-In-Fact For: Dominique Trempont | 09/26/2008 | | ** 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).
| | Note: File three copies of this Form, one of which must be manually signed. If space is insufficient,
see Instruction 6 for procedure. | | 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 Number. |
LIMITED POWER OF ATTORNEY
By this limited Power of Attorney, the undersigned
hereby constitutes and appoints Neal Goldman, Julie
Petrini, Jeff Held, Robert Aldrich or Stacy
Romain-Bishop, acting jointly or severally, his true
and lawful attorney-in-fact to:
(1) execute for and on behalf of the undersigned
a Securities and Exchange Commission ("SEC") Form 3
initial statement of beneficial ownership or Form 4
indicating any changes in the undersigned's beneficial
ownership of 3Com Corporation common stock reportable
on such form;
(2)execute for and on behalf of the undersigned a
SEC Form 5 indicating any changes in the undersigned's
beneficial ownership of 3Com Corporation common stock
reportable on such form for the fiscal year in which
such change occurs;
(3)do and perform any and all acts for and on
behalf of the undersigned which may be necessary or
desirable to complete the execution of any such
Form 3, Form 4, or Form 5 and the timely filing of
such forms with the SEC and any other appropriate
entity or authority; and
(4)take any other action of any type whatsoever
in connection with the foregoing which, in the
opinion of such attorney-in-fact, may be of benefit
to, in the best interest of, or legally required by,
the undersigned, it being understood that the
documents executed by such attorney-in-fact on behalf
of the undersigned, pursuant to this Limited Power of
Attorney shall be in such form and shall contain
such terms and conditions as such attorney-in-fact
may approve in his discretion.
The undersigned hereby grants to each such
attorney-in-fact full power and authority to do and
perform all and every act and thing whatsoever
requisite, necessary and proper to be done in the
exercise of any of the rights and powers herein
granted, as fully to all intents and purposes as the
undersigned might or do if personally present, with
full power of substitution or revocation, hereby
ratifying and confirming all that such
attorney-in-fact or his substitute or substitutes,
shall lawfully do or cause to be done by virtue of
this Limited Power of Attorney and the rights and
powers herein granted.
Unless terminated in writing by the undersigned, the
authority granted under this Limited Power of Attorney
shall expire at such time as the undersigned ceases
to be an affiliate of 3Com Corporation.
IN WITHNESS WHEREOF, the undersigned has caused this
Limited Power of Attorney to be executed as of
this __ day of October, 2006.
/s/ Dominique Trempont
_______________________
Signature
Dominique Trempont
_______________________
Print Name
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