DENNERLINE DOUGLAS 4

4 · SuccessFactors, Inc. · Filed Feb 24, 2012

Form 4

Period: 2012-02-22

PRESIDENT

Transactions

Disposition to Issuer
Stock Option (Right to Buy)
2012-02-22$11.40/sh−100,000$1,140,000→ 0 total
Exercise: $28.60→ Common Stock (100,000 underlying)
Disposition to Issuer
Stock Option (Right to Buy)
2012-02-22$11.37/sh−150,000$1,705,500→ 0 total
Exercise: $28.63→ Common Stock (150,000 underlying)
Disposition to Issuer
Restricted Stock Units
2012-02-22$40.00/sh−75,000$3,000,000→ 0 total
Exercise: $0.00→ Common Stock (75,000 underlying)
Disposition to Issuer
Common Stock
2012-02-22$40.00/sh−14,919$596,760→ 0 total

Footnotes (4)

[F1]Disposed of pursuant to the merger ("Merger") of the Issuer with and into a wholly-owned subsidiary of SAP America, Inc. ("SAP").
[F2]The stock option grant was cancelled and converted into the right to receive an amount in cash equal to the product of (i) the aggregate number of outstanding shares subject to such option and (ii) the excess of $40.00 per share over the per share exercise price of the option.
[F3]Not applicable.
[F4]The restricted stock unit award, which provides for annual vesting in three equal installments beginning November 15, 2012 and ending November 15, 2014, was assumed by SAP in the Merger and converted into a vesting cash award at $40.00 per share.

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