SEC Form 4 · accession 0001100441-17-000002
RTI SURGICAL, INC. · RTIX
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Camille Farhat
Officer — Chief Executive Officer
Period of report
Jan 26, 2017
Accepted (ET)
Jan 30, 2017 · 4:26 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001100441
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Jan 26, 2017 | A | 150,000 | $0.00 | A | 150,000 | D | |
| Common StockF3,F4 | Jan 26, 2017 | A | 850,000 | $0.00 | A | 1,000,000 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Option to purchase Common StockF5 | $3.20 | Jan 26, 2017 | A | 1,950,000 | A | — | Jan 26, 2022 | Common | 1,950,000 | 1,950,000 | D |
Explanation of responses
- F1Represents shares of restricted stock of RTI Surgical,Inc. (the "Company") that will vest on the day after Mr. Farhat's acquisition in the open market of shares of the Company valued at $500,000 so long as such acquisition is on or before March 15, 2018.
- F2Includes 150,000 shares of restricted stock of the Company.
- F3Represents shares of restricted stock of the Company that will vest as follows: 170,000 shares on January 26, 2018 and 42,500 shares each quarter beginning on March 31, 2018 through December 31, 2021. Vesting may accelerate upon the occurrence of either of two performance conditions.
- F4Includes 1,000,000 shares of restricted stock of the Company.
- F5The 1,950,000 options vest, if at all, in three 650,000 share increments if the average per share closing price of the common stock exceeds $6.00, $7.00 and $8.00, respectively, for 60 consecutive calendar days.