van Hedel Bart AM 4

4 · ST. BERNARD SOFTWARE, INC. · Filed May 21, 2010

Insider Transaction Report

Form 4

Period: 2009-02-10

ST. BERNARD SOFTWARE, INC.SBSW.OB

van Hedel Bart AM

Director

Transactions

Other
Common Stock
2009-07-25−490,563→ 2,542,773 total(indirect: See Footnote)
Purchase
Common Stock
2009-08-30$0.15/sh+120,857$18,129→ 2,663,630 total(indirect: See Footnote)
Purchase
Common Stock
2010-04-01$0.15/sh+666,667$100,000→ 3,330,297 total(indirect: See Footnote)
Other
Stock Options
2009-02-10$0.25/sh+4,197$1,049→ 4,197 total
Exercise: $0.25From: 2006-07-27Exp: 2010-12-29→ Common Stock (4,197 underlying)
Other
Stock Options
2009-02-10$0.25/sh+4,197$1,049→ 4,197 total
Exercise: $0.25From: 2006-07-27Exp: 2012-01-26→ Common Stock (4,197 underlying)
Other
Stock Options
2009-02-10$0.25/sh+4,197$1,049→ 4,197 total
Exercise: $0.25From: 2006-07-27Exp: 2012-12-29→ Common Stock (4,197 underlying)
Other
Stock Options
2009-02-10$0.25/sh+4,197$1,049→ 4,197 total
Exercise: $0.25From: 2009-07-27Exp: 2013-12-29→ Common Stock (4,197 underlying)
Other
Stock Options
2009-02-10$0.25/sh+8,393$2,098→ 8,393 total
Exercise: $0.25From: 2006-07-27Exp: 2013-12-29→ Common Stock (8,393 underlying)
Other
Stock Options
2009-02-10$0.25/sh+8,393$2,098→ 8,393 total
Exercise: $0.25From: 2006-07-27Exp: 2013-04-28→ Common Stock (8,393 underlying)
Other
Stock Options
2009-02-10$0.25/sh+50,000$12,500→ 50,000 total
Exercise: $0.25From: 2006-07-27Exp: 2016-09-06→ Common Stock (50,000 underlying)

Footnotes (4)

[F1]379,900 of the shares of Common Stock held by Trustee Ai-Investments and 110,582 of the shares of Common Stock held by BeeBird Beheer B.V. were cancelled pursuant to that certain Agreement and Plan of Merger, dated as of October 26, 2005, as amended, among Sand Hill, Sand Hill Merger Corp., a wholly-owned subsidiary of Sand Hill, and St. Bernard Software, Inc. Bart van Hedel is a member of the issuer's Board of Directors, the Co-Trustee of Stichting Trustee Ai-Investments and an executive officer and indirect owner of BeeBird Beheer B.V. Mr. Hedel also owns, directly or indirectly, certain entities which are beneficiaries of the assets held in trust by Stichting Trustee Ai-Investments. Mr. Hedel expressly disclaims beneficial ownership in these shares, except to the extent of his respective pecuniary interests therein.
[F2]These shares of Common Stock were acquired by BeeBird Beheer B.V. in a private transaction. Bart van Hedel is a member of the issuer's Board of Directors and an executive officer and indirect owner of BeeBird Beheer B.V. Mr. Hedel expressly disclaims beneficial ownership in these shares, except to the extent of his respective pecuniary interests therein.
[F3]These shares of Common Stock were acquired by Trustee Ai-Investments. Bart van Hedel is a member of the issuer's Board of Directors and the Co-Trustee of Stichting Trustee Ai-Investments. Mr. Hedel also owns, directly or indirectly, certain entities which are beneficiaries of the assets held in trust by Stichting Trustee Ai-Investments. Mr. Hedel expressly disclaims beneficial ownership in these shares, except to the extent of his respective pecuniary interests therein.
[F4]On February 10, 2009, the exercise price of each stock option was amended to be $0.25. Each stock option vests over three years, with one third of the shares subject to the stock option vesting on the first year anniversary of the original grant date and the remaining two-thirds of the shares subject to the stock option vesting in equal monthly increments over the next 24 months thereafter.

Documents

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