SEC Form 4 · accession 0001209191-18-052374
GLOBUS MEDICAL INC · GMED
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
David C Paul
Officer — Executive Chairman · Director · 10% Owner
Period of report
Sep 24, 2018
Accepted (ET)
Sep 26, 2018 · 8:15 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001237831
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A Common StockF2 | Sep 24, 2018 | S | 605,871 | $54.0126 | D | 0 | D | |
| Class A Common StockF3,F4 | Sep 24, 2018 | C | 298,647 | $0.00 | A | 298,647 | I | By David C. Paul Children's Trust |
| Class A Common StockF2,F4 | Sep 24, 2018 | S | 298,647 | $54.0126 | D | 0 | I | By David C. Paul Children's Trust |
| Class A Common StockF3,F5 | Sep 24, 2018 | C | 298,647 | $0.00 | A | 298,647 | I | By Sonali Paul Children's Trust |
| Class A Common StockF2,F5 | Sep 24, 2018 | S | 298,647 | $54.0126 | D | 0 | I | By Sonali Paul Children's Trust |
| Class A Common StockF3 | Sep 24, 2018 | C | 101,320 | $0.00 | A | 101,320 | D | |
| Class A Common StockF2 | Sep 24, 2018 | S | 101,320 | $54.0126 | D | 0 | D | |
| Class A Common StockF3 | Sep 25, 2018 | C | 748,845 | $0.00 | A | 748,845 | D | |
| Class A Common StockF6 | Sep 25, 2018 | S | 748,845 | $54.6964 | D | 0 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Class B Common StockF7,F3,F4 | — | Sep 24, 2018 | C | 298,647 | D | — | — | Class A Common Stock | 298,647 | 0 | I |
| Class B Common StockF7,F3,F5 | — | Sep 24, 2018 | C | 298,647 | D | — | — | Class A Common Stock | 298,647 | 0 | I |
| Class B Common StockF7,F3 | — | Sep 24, 2018 | C | 101,320 | D | — | — | Class A Common Stock | 101,320 | 21,616,369 | D |
| Class B Common StockF7,F3 | — | Sep 25, 2018 | C | 748,845 | D | — | — | Class A Common Stock | 748,845 | 20,867,524 | D |
| Class B Common StockF7,F8 | — | holding | — | — | — | — | — | Class A Common Stock | 1,562,573 | 1,562,573 | I |
Explanation of responses
- F1This sale was effected pursuant to a Rule 10b5-1 trading plan executed by the reporting person.
- F2The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $54.00 to $54.26, inclusive. The reporting person undertakes to provide the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote (2) to this Form 4.
- F3The Company's Class B Common Stock converted into the Company's Class A Common Stock on a one-for-one basis at the election of the reporting person and has no expiration date.
- F4These shares are held in a trust for the benefit of a child of the reporting person. The reporting person disclaims beneficial ownership of these securities, and the filing of this report is not an admission that the reporting person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose.
- F5These shares are held in a trust for the benefit of a child of the reporting person. The reporting person is trustee of the trust.
- F6The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $54.00 to $55.00, inclusive. The reporting person undertakes to provide the Issuer, any security holder of the Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnote (6) to this Form 4.
- F7From the date of acquisition, the Company's Class B Common Stock converts into the Company's Class A Common Stock on a one-for-one basis (i) at the option of the holder, (ii) upon certain transfers, (iii) upon the closing of the Company's initial public offering if at that time the Company's Class B Common Stock that the holder beneficially owns is less than 10% of the aggregate number of all outstanding shares of the Company's common stock, and (iv) immediately if, at any time following the initial public offering of the Company's common stock, the Company's Class B Common Stock that the holder beneficially owns represents less than 5% of all outstanding shares of the Company's common stock.
- F8These shares are held in a trust for the benefit of the reporting person's spouse and children. The reporting person's spouse is trustee of the trust.