IMPV Imperva, Inc.

The following constitutes Amendment No. 3 to the Schedule 13D filed by the undersigned (the "Amendment No. 3"). This Amendment No. 3 amends the Schedule 13D as specifically set forth herein.

The Reporting Persons may effect purchases of shares of Common Stock through margin accounts maintained for them with prime brokers, which extend margin credit as and when required to open or carry positions in their margin accounts, subject to applicable federal margin regulations, stock exchange rules and such firms' credit policies. Positions in shares of Common Stock may be held in margin accounts and may be pledged as collateral security for the repayment of debit balances in such accounts. Since other securities may be held in such margin accounts, it may not be possible to determine the amounts, if any, of margin used to purchase shares of Common Stock.

Item 5(a) is hereby amended and restated to read as follows:

(a)        As of the date hereof, Elliott, Elliott International and EICA collectively have combined economic exposure in the Issuer of approximately 8.4% of the shares of Common Stock outstanding.

The aggregate percentage of Common Stock reported owned by each person named herein is based upon 34,013,911 shares of Common Stock outstanding as of October 31, 2017, which is the total number of shares of Common Stock outstanding as reported in the Issuer's Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2017 filed with the Securities and Exchange Commission on November 9, 2017.

As of the date hereof, Elliott beneficially owned 650,036 shares of Common Stock, constituting approximately 1.9% of the shares of Common Stock outstanding..

As of the date hereof, Elliott International beneficially owned 1,381,327 shares of Common Stock, constituting approximately 4.1% of the shares of Common Stock outstanding. EICA, as the investment manager of Elliott International, may be deemed to beneficially own the 1,381,327 shares of Common Stock beneficially owned by Elliott International, constituting approximately 4.1% of the shares of Common Stock outstanding.

Collectively, Elliott, Elliott International and EICA beneficially own 2,031,363 shares of Common Stock, constituting approximately 6.0% of the shares of Common Stock outstanding.

Collectively, Elliott, Elliott International and EICA have economic exposure comparable to approximately 2.5% of the shares of Common Stock outstanding pursuant to the Derivative Agreements, as disclosed in Item 6.

Item 5(c) is hereby amended and restated to read as follows:

(c)        The transactions effected by the Reporting Persons during the past 60 days are set forth on Schedule 1 attached hereto.

The first three paragraphs of Item 6 are hereby amended and restated to read as follows:

Elliott, through The Liverpool Limited Partnership, a Bermuda limited partnership and a wholly-owned subsidiary of Elliott ("Liverpool"), and Elliott International have entered into notional principal amount derivative agreements (the "Derivative Agreements") in the form of cash settled swaps with respect to 268,828 and 571,258 shares of Common Stock of the Issuer, respectively (representing economic exposure comparable to approximately less than 1% and 1.7% of the shares of Common Stock of the Issuer, respectively). Collectively, the Derivative Agreements held by the Reporting Persons represent economic exposure comparable to an interest in approximately 2.5% of the shares of Common Stock. The Derivative Agreements provide Elliott and Elliott International with economic results that are comparable to the economic results of ownership but do not provide them with the power to vote or direct the voting or dispose of or direct the disposition of the shares that are referenced in the Derivative Agreements (such shares, the "Subject Shares"). The Reporting Persons disclaim beneficial ownership in the Subject Shares. The counterparties to the Derivative Agreements are unaffiliated third party financial institutions.

Elliott sold to counterparties call options that provided the counterparty the right to buy from Elliott up to 32,000 shares of Common Stock at a price of $42.50 per share, if such right was exercised prior to or on January 19, 2018. Such call options were exercised on January 19, 2018.

Elliott International sold to counterparties call options that provided the counterparty the right to buy from Elliott International up to 68,000 shares of Common Stock at a price of $42.50 per share, if such right was exercised prior to or on January 19, 2018. Such call options were exercised on January 19, 2018.

SIGNATURES

After reasonable inquiry and to the best of his or its knowledge and belief, each of the undersigned certifies that the information set forth in this statement is true, complete and correct.

DATE: January 23, 2018

SCHEDULE 1

Transactions of the Reporting Persons Effected During the Past 60 Days

The following table sets forth all the transactions in the Common Stock effected by Elliott Associates, L.P. during the past 60 days.

* Exercise of options reported in this Amendment No. 3.

The following table sets forth all the transactions in the Common Stock effected by Elliott International, L.P. during the past 60 days.

* Exercise of options reported in this Amendment No. 3.