SEC Form 5 · accession 0001209191-17-010184
NUVASIVE INC · NUVA
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Gregory T Lucier
Officer — Chairman & CEO · Director
Period of report
Dec 31, 2016
Accepted (ET)
Feb 13, 2017 · 6:30 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001142596
Table I — non-derivative securities
No Table I lines on this filing.
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| PRSUsF1,F3 | $0.00 | Aug 19, 2015 | A | 112,491 | A | — | — | Common Stock | 112,491 | 112,491 | D |
Explanation of responses
- F1Each Performance Restricted Stock Unit ("PRSU") represents a contingent right to receive between 0% and 200% of one share of the Issuer's common stock upon vesting, based on the achievement of the performance conditions established for such PRSUs.
- F2As disclosed by the Issuer on a Form 8-K filed on May 26, 2015, these PRSUs were granted to the Reporting Person on May 22, 2015, contingent upon purchases of the Issuer's common stock made by the Reporting Person during the period May 22, 2015 through August 19, 2015. The Reporting Person filed Form 4s to report the purchases of the Issuer's common stock during this period, but due to an administrative error, the grant of these PRSUs was inadvertently not reported on a Form 4.
- F3The number of shares of the Issuer's common stock subject to the PRSUs reported on this Form 5 represents payout at target. The number of shares payable upon vesting of the PRSUs could range from 0% to 200% of target (0 to 224,982 shares), if and to the extent that the Issuer's closing stock price reaches and maintains specified levels over the 15 consecutive trading days ending May 22, 2020, the end of the performance period.