(d) On October 4, 2012, the board of directors (the "Board") of Ubiquiti Networks, Inc. (the "Company") appointed Ronald Sege as a Class II director to serve for the remainder of the Class II director term or until his successor is duly elected and qualified. The Company and Mr. Sege intend to enter into the Company's standard form of indemnification agreement, a copy of which is filed as Exhibit 10.1 to the Company's Registration Statement on Form S-1 (Registration No. 333-174974) as declared effective by the Securities and Exchange Commission on October 13, 2011.

There are no understandings or arrangements between Mr. Sege or any other person and the Company or any of its subsidiaries pursuant to which Mr. Sege was elected to serve as a director. There are no family relationships between Mr. Sege and any director, executive officer or person nominated by the Company to become a director or executive officer, and there are no transactions between Mr. Sege or any of his immediate family members and the Company or any of its subsidiaries that would be required to be reported under Item 404(a) of Regulation S-K.

On October 4, 2012, the Compensation Committee of the Board of the Company approved granting Mr. Sege an option pursuant to the Company's Amended and Restated 2010 Equity Incentive Plan to purchase 60,000 shares of the Company's common stock. The grant will be made effective as of the first full trading day after the Company's trading window opens subsequent to the Company's press release for its financial results as of and for the period ended September 30, 2012, and the exercise price per share shall be equal to the closing price on such grant date. Twenty five percent (25%) of the shares subject to Mr. Sege's Option shall vest shall vest on the first anniversary of Mr. Sege's appointment date and 1/48th of the total shares subject to Mr. Sege's Option shall vest each month thereafter, so that 100% of the shares shall be vested on the fourth anniversary of Mr. Sege's appointment date.

Mr. Sege is Chairman, President and Chief Executive Officer of Echelon Corporation, which he joined in August 2010. Prior to joining Echelon Corporation, Mr. Sege was President and Chief Operating Officer, and Board member, of 3Com Corporation. Prior to joining 3Com Corporation, Mr. Sege was President and Chief Executive Officer of Tropos Networks, Inc., a provider of wireless broadband networks. Mr. Sege holds an MBA from Harvard University and a bachelor's degree from Pomona College.

On October 10, 2012, we issued a press release announcing Mr. Sege's appointment to our board of directors. A copy of the press release is attached to this Current Report on Form 8-K as Exhibit 99.1 and is incorporated by reference herein.

(d) Exhibits

   Exhibit
   Number    Description

   99.1      Press release of Ubiquiti Networks, Inc. issued October 10, 2012.