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Filing Details

Accession Number:: 0001181431-12-008580
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2012-02-14 15:23:34
Reporting Period:: 2012-02-10

Filing Date:: 2012-02-14
Accepted Time:: 2012-02-14 15:23:34
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1383729	Fusion-Io Inc.	FIO	Computer Storage Devices (3572)	204232255

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1237289	D Scott Sandell	1954 Greenspring Drive Suite 600 Timonium MD 21093		Yes	No	Yes	No

Reported Non-Derivative Transactions

Show Other Fields >>

Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Common Stock	Disposition	2012-02-10	1,000,000	$0.00	20,538,379	No	4	J	Indirect	See Note 2
Common Stock	Acquisiton	2012-02-10	10,000	$0.00	10,000	No	4	J	Indirect	See Note 4
Common Stock	Disposition	2012-02-10	10,000	$0.00	0	No	4	J	Indirect	See Note 4
Common Stock	Acquisiton	2012-02-10	599	$0.00	2,406	No	4	J	Indirect	See Note 7
Common Stock	Acquisiton	2012-02-10	2,234	$0.00	4,462	No	4	J	Indirect	See Note 9
Common Stock	Disposition	2012-02-14	4,462	$22.84	0	No	4	S	Indirect	See Note 9

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	J	Indirect	See Note 2
No	4	J	Indirect	See Note 4
No	4	J	Indirect	See Note 4
No	4	J	Indirect	See Note 7
No	4	J	Indirect	See Note 9
No	4	S	Indirect	See Note 9

Reported Non-Derivative Holdings

Sec. Name	Remaning Holdings	Nature of Ownership	Explanation
Common Stock	64,634	Indirect	See Note 11

Footnotes

New Enterprise Associates 12, Limited Partnership ("NEA 12") made a pro rata distribution for no consideration of an aggregate of 1,000,000 shares of common stock of the Issuer to its general partner and its limited partners on February 10, 2012.
The Reporting Person is a manager of NEA 12 GP, LLC, ("NEA 12 LLC") which is the sole general partner of NEA Partners 12, Limited Partnership ("NEA Partners 12"). NEA Partners 12 is the sole general partner of NEA 12, the direct beneficial owner of the shares. The Reporting Person disclaims beneficial ownership within the meaning of Section 16 of the Securities Exchange Act of 1934 (the "1934 Act"), as amended, or otherwise of the shares held by NEA 12, except to the extent of his pecuniary interest therein.
NEA Partners 12 received 10,000 shares of common stock of the Issuer in the distribution by NEA 12.
The Reporting Person is a manager of NEA 12 LLC, which is the sole general partner of NEA Partners 12. The Reporting Person disclaims beneficial ownership within the meaning of Section 16 of the 1934 Act, as amended, or otherwise of the shares held by NEA Partners 12, except to the extent of his pecuniary interest therein.
NEA Partners 12 made a pro rata distribution for no consideration of an aggregate of 10,000 shares of common stock of the Issuer to its limited partners on February 10, 2012.
The Sandell Family Trust, u/d/t 3/30/01, Scott D. Sandell and Jennifer Ayer Sandell, Trustees (the "Sandell Family Trust") received 599 shares of common stock of the Issuer in the distribution by NEA Partners 12.
The securities are held directly by the Sandell Family Trust. The Reporting Person disclaims beneficial ownership within the meaning of Section 16 of the 1934 Act, as amended, of the securities held by the Sandell Family Trust, except to the extent of his pecuniary interest therein.
New Enterprise Associates LLC ("NEA LLC") received 2,234 shares of common stock of the Issuer in the distribution by NEA Partners 12.
The Reporting Person is a member of the Board of Directors of NEA LLC, which is the direct beneficial owner of the securities. The Reporting Person disclaims beneficial ownership within the meaning of Section 16 of the 1934 Act, as amended, or otherwise of the securities held by NEA LLC, except to the extent of his pecuniary interest therein.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $22.77 to $22.88, inclusive. The Reporting Person undertakes to provide to the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote (10) to this Form 4.
The Reporting Person is a director of NEA 13 GP, LTD, which is the sole general partner of NEA Partners 13, L.P. ("NEA Partners 13"). NEA Partners 13 is the sole general partner of New Enterprise Associates 13, L.P. ("NEA 13"), the direct beneficial owner of the shares. The Reporting Person disclaims beneficial ownership within the meaning of Section 16 of the 1934 Act, as amended, or otherwise of the shares held by NEA 13, except to the extent of his pecuniary interest therein.