1. Name and Address of Reporting Person*
| 4980 GREAT AMERICA PARKWAY | |
(Street)
| 2. Issuer Name and Ticker or Trading Symbol FOUNDRY NETWORKS INC
[FDRY] | 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) | Director | | 10% Owner | | X | Officer (give title below) | | Other (specify below) | | SVP, Worldwide Sales |
|
3. Date of Earliest Transaction (Month/Day/Year) 12/18/2008 |
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 |
|
| 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 Stock
| 12/18/2008 | | D | |
80,186
| D |
|
0
|
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 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)
| $
11.375
| 12/18/2008 | | D | | |
42,500
| | 12/18/2008 |
Common Stock
|
42,500
|
$
0
|
0
|
D
| |
|
Non-Qualified Stock Option (right to buy)
| $
13.92
| 12/18/2008 | | D | | |
100,000
| | 12/18/2008 |
Common Stock
|
100,000
|
$
0
|
0
|
D
| |
|
Non-Qualified Stock Option (right to buy)
| $
7.28
| 12/18/2008 | | D | | |
4,445
| | 12/18/2008 |
Common Stock
|
4,445
|
$
0
|
0
|
D
| |
|
Non-Qualified Stock Option (right to buy)
| $
36.875
| 12/18/2008 | | D | | |
74,156
| | 12/18/2008 |
Common Stock
|
74,156
|
$
0
|
0
|
D
| |
|
Non-Qualified Stock Option (right to buy)
| $
6.14
| 12/18/2008 | | D | | |
14,166
| | 12/18/2008 |
Common Stock
|
14,166
|
$
0
|
0
|
D
| |
|
Non-Qualified Stock Option (right to buy)
| $
8.14
| 12/18/2008 | | D | | |
140,000
| | 12/18/2008 |
Common Stock
|
140,000
|
$
0
|
0
|
D
| |
|
Non-Qualified Stock Option (right to buy)
| $
15.03
| 12/18/2008 | | D | | |
125,000
| | 12/18/2008 |
Common Stock
|
125,000
|
$
0
|
0
|
D
| |
|
Non-Qualified Stock Option (right to buy)
| $
6.75
| 12/18/2008 | | D | | |
57,500
| | 12/18/2008 |
Common Stock
|
57,500
|
$
0
|
0
|
D
| |
|
Non-Qualified Stock Option (right to buy)
| $
36.875
| 12/18/2008 | | D | | |
10,844
| | 12/18/2008 |
Common Stock
|
10,844
|
$
0
|
0
|
D
| |
|
Non-Qualified Stock Option (right to buy)
| $
6.14
| 12/18/2008 | | D | | |
55,555
| | 12/18/2008 |
Common Stock
|
55,555
|
$
0
|
0
|
D
| |
|
Non-Qualified Stock Option (right to buy)
| $
7.28
| 12/18/2008 | | D | | |
5,834
| | 12/18/2008 |
Common Stock
|
5,834
|
$
0
|
0
|
D
| |
|
Non-Qualified Stock Option (right to buy)
| $
10.31
| 12/18/2008 | | D | | |
125,000
| | 12/18/2008 |
Common Stock
|
125,000
|
$
0
|
0
|
D
| |
|
Non-Qualified Stock Option (right to buy)
| $
13.35
| 12/18/2008 | | D | | |
100,000
| | 12/18/2008 |
Common Stock
|
100,000
|
$
0
|
0
|
D
| |
|
Restricted Stock Units
| $
0.0001
| 12/18/2008 | | D | | |
60,000
| | 12/18/2008 |
Common Stock
|
60,000
|
$
0
|
0
|
D
| |
| /s/ John Brottem Power of Attorney for Laurence L. Akin | 01/14/2009 |
| ** 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. |