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 *
Miles Jennifer
   2. Issuer Name and Ticker or Trading Symbol
VERIFONE SYSTEMS, INC. [PAY] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
President, Verifone Americas
(Last)
(First)
(Middle)
C/O VERIFONE SYSTEMS, INC., 2099 GATEWAY PLACE, SUITE 600		 3. Date of Earliest Transaction (Month/Day/Year)
01/02/2015
(Street)

SAN JOSE, CA 95110		 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, par value $0.01 per share 01/02/2015   M   1,538 A $ 0 (1) 2,021 D  
Common Stock, par value $0.01 per share 01/02/2015   F   819 D $ 37.35 1,202 D  
Common Stock, par value $0.01 per share 01/05/2015   M   715 A $ 0 (2) 1,917 D  
Common Stock, par value $0.01 per share 01/05/2015   F   381 D $ 36.96 1,536 D  
Common Stock, par value $0.01 per share 01/06/2015   M(3)   4,375 A $ 19.99 5,911 D  
Common Stock, par value $0.01 per share 01/06/2015   M(3)   3,647 A $ 14.29 9,558 D  
Common Stock, par value $0.01 per share 01/06/2015   S(3)   8,022 D $ 36.72 (4) 1,536 D  
Common Stock, par value $0.01 per share 01/06/2015   M(3)   6,250 A $ 7.68 7,786 D  
Common Stock, par value $0.01 per share 01/06/2015   S(3)   6,250 D $ 36.67 (5) 1,536 D  
Common Stock, par value $0.01 per share 01/06/2015   S(3)   1,053 D $ 36.86 (6) 483 D  

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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 V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Restricted Stock Units $ 0 (1) 01/02/2015   M     1,538   (1)   (1) Common Stock, par value $0.01 per share 1,538 $ 0 12,300 D  
Restricted Stock Units $ 0 (2) 01/05/2015   M     715   (2)   (2) Common Stock, par value $0.01 per share 715 $ 0 0 D  
Restricted Stock Units $ 0 01/02/2015   A   13,750     (7)   (7) Common Stock, par value $0.01 per share 13,750 $ 0 13,750 D  
Restricted Stock Units $ 0 01/02/2015   A   13,750     (8)   (8) Common Stock, par value $0.01 per share 13,750 $ 0 13,750 D  
Stock Options (right to buy) $ 19.99 01/06/2015   M(3)     4,375   (9) 09/02/2015 Common Stock, par value $0.01 per share 4,375 $ 0 0 D  
Stock Options (right to buy) $ 7.68 01/06/2015   M(3)     6,250   (9) 07/01/2016 Common Stock, par value $0.01 per share 6,250 $ 0 0 D  
Stock Options (right to buy) $ 14.29 01/06/2015   M(3)     3,647   (9) 11/06/2016 Common Stock, par value $0.01 per share 3,647 $ 0 0 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
Miles Jennifer
C/O VERIFONE SYSTEMS, INC.
2099 GATEWAY PLACE, SUITE 600
SAN JOSE, CA 95110		       President, Verifone Americas  

Signatures

 /s/ Jennifer Miles, by Jun Zheng, her Attorney-in-Fact   01/06/2015
**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) On January 2, 2015, shares of the issuer's common stock underlying these restricted stock units became deliverable without the payment of any consideration and were delivered to the reporting person.
(2) On January 5, 2015, shares of the issuer's common stock underlying these restricted stock units became deliverable without the payment of any consideration and were delivered to the reporting person.
(3) Transaction effected pursuant to a Rule 10b5-1 Plan.
(4) Shares sold between $36.57 and $36.96 per share at a weighted average price of $36.72. The reporting person will provide to the Commission, the issuer and any stockholder, upon request, full information regarding the number of shares sold at each separate price.
(5) Shares sold between $36.55 and $36.92 per share at a weighted average price of $36.67. The reporting person will provide to the Commission, the issuer and any stockholder, upon request, full information regarding the number of shares sold at each separate price.
(6) Shares sold between $36.62 and $36.96 per share at a weighted average price of $36.86. The reporting person will provide to the Commission, the issuer and any stockholder, upon request, full information regarding the number of shares sold at each separate price.
(7) 25% of these restricted stock units will vest on the first anniversary of the grant date. Thereafter, 6.25% of these restricted stock units will vest at the end of each subsequent three month period until these restricted stock units have fully vested.
(8) The grant is subject to achievement of certain performance criteria prior to January 2, 2018 and will vest based on achievement of such criteria. The number of restricted stock units reported is the targeted amount to be achieved. Depending on the actual level of achievement, the reporting person may receive between 0% and 200% of such targeted amount.
(9) The stock options underlying this grant are fully exercisable as they previously vested.

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