SEC Form 4 · accession 0001628280-16-022233
Conformis Inc · CFMS
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Philipp Lang
Director
Period of report
Dec 23, 2016
Accepted (ET)
Dec 28, 2016 · 8:29 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001305773
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Dec 23, 2016 | M | 6,320 | $1.22 | A | 520,939 | D | |
| Common Stock | Dec 23, 2016 | M | 6,360 | $1.22 | A | 527,299 | D | |
| Common Stock | Dec 23, 2016 | M | 6,228 | $4.32 | A | 533,527 | D | |
| Common Stock | Dec 23, 2016 | M | 3,000 | $5.26 | A | 536,527 | D | |
| Common Stock | Dec 23, 2016 | M | 2,902 | $5.26 | A | 539,429 | D | |
| Common Stock | Dec 23, 2016 | M | 2,933 | $5.50 | A | 542,362 | D | |
| Common Stock | Dec 23, 2016 | M | 2,904 | $5.50 | A | 545,266 | D | |
| Common StockF2 | Dec 23, 2016 | S | 30,647 | $8.62 | D | 514,619 | D | |
| Common Stock | Dec 27, 2016 | M | 3,453 | $1.22 | A | 518,072 | D | |
| Common Stock | Dec 27, 2016 | M | 3,600 | $1.22 | A | 521,672 | D | |
| Common Stock | Dec 27, 2016 | M | 3,571 | $4.32 | A | 525,243 | D | |
| Common Stock | Dec 27, 2016 | M | 200 | $5.26 | A | 525,443 | D | |
| Common Stock | Dec 27, 2016 | M | 200 | $5.26 | A | 525,643 | D | |
| Common Stock | Dec 27, 2016 | M | 215 | $5.50 | A | 525,858 | D | |
| Common Stock | Dec 27, 2016 | M | 200 | $5.50 | A | 526,058 | D | |
| Common StockF3 | Dec 27, 2016 | S | 11,439 | $8.42 | D | 514,619 | D | |
| Common StockF4 | holding | — | — | — | 12,498 | I | See footnote. | |
| Common StockF5 | holding | — | — | — | 930,904 | I | See footnote. |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Option (right to buy)F6 | $1.22 | Dec 23, 2016 | M | 6,320 | D | — | Feb 8, 2018 | Common Stock | 6,320 | 21,815 | D |
| Common StockF6 | $1.22 | Dec 23, 2016 | M | 6,360 | D | — | Feb 8, 2018 | Common Stock | 6,360 | 216,334 | D |
| Stock Option (right to buy)F6 | $4.32 | Dec 23, 2016 | M | 6,228 | D | — | Sep 30, 2020 | Common Stock | 6,228 | 118,772 | D |
| Stock Option (right to buy)F6 | $5.26 | Dec 23, 2016 | M | 3,000 | D | — | Sep 26, 2021 | Common Stock | 3,000 | 15,231 | D |
| Stock Option (right to buy)F6 | $5.26 | Dec 23, 2016 | M | 2,902 | D | — | Sep 26, 2021 | Common Stock | 2,902 | 243,106 | D |
| Stock Option (right to buy)F6 | $5.50 | Dec 23, 2016 | M | 2,933 | D | — | Mar 27, 2022 | Common Stock | 2,933 | 184,567 | D |
| Stock Option (right to buy)F6 | $5.50 | Dec 23, 2016 | M | 2,904 | D | — | Mar 26, 2022 | Common Stock | 2,904 | 4,709 | D |
| Common StockF6 | $1.22 | Dec 27, 2016 | M | 3,453 | D | — | Feb 8, 2018 | Common Stock | 3,453 | 212,881 | D |
| Stock Option (right to buy)F6 | $1.22 | Dec 27, 2016 | M | 3,600 | D | — | Feb 8, 2018 | Common Stock | 3,600 | 18,215 | D |
| Stock Option (right to buy)F6 | $4.32 | Dec 27, 2016 | M | 3,571 | D | — | Sep 30, 2020 | Common Stock | 3,571 | 115,201 | D |
| Stock Option (right to buy)F6 | $5.26 | Dec 27, 2016 | M | 200 | D | — | Sep 26, 2021 | Common Stock | 200 | 15,031 | D |
| Stock Option (right to buy)F6 | $5.26 | Dec 27, 2016 | M | 200 | D | — | Sep 26, 2021 | Common Stock | 200 | 242,906 | D |
| Stock Option (right to buy)F6 | $5.50 | Dec 27, 2016 | M | 215 | D | — | Mar 27, 2022 | Common Stock | 215 | 184,352 | D |
| Stock Option (right to buy)F6 | $5.50 | Dec 27, 2016 | M | 200 | D | — | Mar 26, 2022 | Common Stock | 200 | 4,509 | D |
Explanation of responses
- F1This sale was made pursuant to a Rule 10b5-1 plan adopted by the Reporting Person.
- F2The shares sold on this date were sold in multiple transactions. This price is the weighted average sales price per share of all shares sold on this date; the actual sale prices per share range from $8.27-$8.91, inclusive. The Reporting Person undertakes to provide to 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 range.
- F3The shares sold on this date were sold in multiple transactions. This price is the weighted average sales price per share of all shares sold on this date; the actual sale prices per share range from $8.26-$8.64, inclusive. The Reporting Person undertakes to provide to 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 range.
- F4The shares are held directly by the Reporting Person's children.
- F5The shares are held directly by the NP Irrevocable Trust udt dated 12/28/12. The Reporting Person's immediate family members are beneficiaries of the NP Irrevocable Trust udt dated 12/28/12, and the Reporting Person disclaims beneficial ownership of all shares except to the extent of his pecuniary interest therein.
- F6This option is fully vested.