Edgar Filing: Lunsford Jeffrey W

Ownership Submission

FORM 4

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

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

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(Print or Type Responses)

1. Name and Address of Reporting Person ^*

Lunsford Jeffrey W

2. Issuer Name and Ticker or Trading Symbol
Limelight Networks, Inc. [LLNW]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

__X__ Director	_____ 10% Owner
__X__ Officer (give title below)	_____ Other (specify below)
Chairman and CEO, Director

(Last)

(First)

(Middle)

C/O LIMELIGHT NETWORKS, INC., 222 SOUTH MILL AVENUE, 8TH FLOOR

3. Date of Earliest Transaction (Month/Day/Year)
09/14/2011

(Street)

TEMPE, AZ 85281

4. If Amendment, Date 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

(City)

(State)

(Zip)

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	09/14/2011		A⁽¹⁾⁽²⁾		250,000	D	$ 0 ⁽³⁾	1,894,210 ⁽⁴⁾	D

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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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

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Employee Stock Option (Right to Buy)

$ 2.33

09/14/2011

200,000

12/31/2012⁽⁵⁾⁽⁶⁾

09/14/2021

Common Stock

200,000

$ 0 ⁽⁷⁾

200,000

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
Lunsford Jeffrey W C/O LIMELIGHT NETWORKS, INC. 222 SOUTH MILL AVENUE, 8TH FLOOR TEMPE, AZ 85281	X		Chairman and CEO, Director

Signatures

Jeffrey W. Lunsford, by /s/ James R. Todd, Attorney-in-Fact		09/16/2011
^**Signature of Reporting Person		Date

Explanation of Responses:

*	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).
(1)	The Reporting Person received an aggregate of 250,000 restricted stock units. Subject to the provisions of the 2007 Equity Incentive Plan and Reporting Person's employment and restricted stock unit agreements with the Company, 100% of the restricted stock units subject to the grant shall vest on December 31, 2012, provided the Reporting Person remains a Service Provider to the Company through the vesting date. Each restricted stock unit represents a contingent right to receive one share of the Company's common stock.
(2)	Notwithstanding any provision to the contrary in the employment agreement between the Reporting Person and the Company, in the event of a Change of Control, one hundred percent (100%) of this grant shall vest on the earlier of (i) ninety (90) days following a Change of Control, provided that the Reporting Person remains a Service Provider on such date, and (ii) termination of the employment of the Reporting Person without Cause in connection with a Change of Control (as such terms are defined in the grant agreement).
(3)	$0.00 is used for technical reasons as there is no price for this derivative security until it vests.
(4)	This includes 250,000 unvested restricted stock units.
(5)	The Reporting Person received an aggregate of 200,000 stock options. Subject to the provisions of the 2007 Equity Incentive Plan and Reporting Person's employment and stock option agreements with the Company, 100% of the stock options subject to the grant shall vest on December 31, 2012, provided the Reporting Person remains a Service Provider to the Company through the vesting date.
(6)	Notwithstanding any provision to the contrary in the employment agreement between the Reporting Person and the Company, in the event of a Change of Control, one hundred percent (100%) of this grant shall vest on the earlier of (i) ninety (90) days following a Change of Control, provided that the Reporting Person remains a Service Provider on such date, and (ii) termination of the employment of the Reporting Person without Cause in connection with a Change of Control (as such terms are defined in the grant agreement).
(7)	$0.00 is used for technical reasons as there is no price for this derivative security until exercised.
Remarks: Executed pursuant to the Limited Power of Attorney for Section 16 reporting obligations dated June 3, 2009.

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