SEC FORM 4

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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).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

Bellomo John Anthony

(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)
02/28/2018

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Shares	03/05/2018		M		775	A	$0	7,499	D
Common Shares	03/05/2018		M		1,500	A	$0	8,999	D
Common Shares	03/06/2018		S		1,073⁽¹⁾	D	$8.0086	7,926	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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Restricted Stock Units	⁽²⁾	02/28/2018		A		20,000⁽³⁾		⁽²⁾	⁽²⁾	Common Shares	20,000	⁽²⁾	20,000	D
Options (Common Shares)	$9.7	03/05/2018		M			775	⁽⁴⁾	03/05/2022	Common Shares	775	$0	3,300	D
Restricted Stock Units	$0	03/05/2018		M			1,500	⁽⁵⁾	03/04/2023	Common Shares	1,500	$0	4,500	D

Explanation of Responses:

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

2. Represents 20,000 Common Shares underlying 20,000 RSUs granted on February 28, 2018. These RSUs vest in four equal installments annually starting February 28, 2019.

3. The late filing of this equity award is due to a clerical error.

4. 3,300 stock options to purchase common shares ("Common Shares") of Mitel Networks Corporation (the "Company") were granted to Mr. Bellomo on March 5, 2015. 206 options vested on June 5, 2015 and are scheduled to vest in approximately equal installments every three months thereafter until March 5, 2019.

5. Represents 6,000 Common Shares underlying 6,000 Restricted Stock Units ("RSUs") granted to Mr. Bellomo on March 4, 2016. These RSUs will vest as follows: (i) 1,500 of the RSUs will vest on March 4, 2017; (ii) 1,500 of the RSUs will vest on March 4, 2018; (iii) 1,500 of the RSUs will vest on March 4, 2019; and (iv) 1,500 of the RSUs will vest on March 4, 2020.

	/s/John Anthony Bellomo	03/07/2018
	** Signature of Reporting Person	Date
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* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
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