SEC Form 4 · accession 0001209191-15-030198
HeartWare International, Inc. · HTWR
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Lawrence J Knopf
Officer — General Counsel
Period of report
Mar 28, 2015
Accepted (ET)
Mar 30, 2015 · 5:14 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001389072
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Mar 28, 2015 | M | 5,250 | $0.00 | A | 16,373 | D | |
| Common StockF2,F3 | Mar 30, 2015 | S | 1,541 | $88.70 | D | 14,832 | D | |
| Common StockF2,F4 | Mar 30, 2015 | S | 200 | $89.66 | D | 14,632 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitF5 | — | Mar 28, 2015 | M | 5,250 | D | Mar 28, 2015 | Mar 28, 2015 | Common Stock | 5,250 | 11,400 | D |
Explanation of responses
- F1On May 12, 2011, the reporting person was granted restricted stock units to acquire 21,000 shares of HeartWare International common stock. The award vests in four equal installments on March 28, 2012, March 28, 2013, March 28, 2014 and March 28, 2015. On March 28, 2015, 5,250 shares of common stock were issued to the reporting person.
- F2These shares were sold pursuant to a pre-arranged trading plan in accordance with Rule 10b5-1 of the Securities Exchange Act of 1934. The sale proceeds were utilized to pay all payroll taxes related to the vesting of restricted stock units and receipt of the related shares reported on this Form 4.
- F3The price represents the weighted average sale price for multiple transactions reported on this line. The prices of the transactions ranged from $88.37 to $89.16. The reporting person has provided the issuer and will provide any security holder of the issuer or the SEC Staff, upon request, information regarding the number of shares sold at each price within the range.
- F4The price represents the weighted average sale price for multiple transactions reported on this line. The prices of the transactions ranged from $89.50 to $89.82. The reporting person has provided the issuer and will provide any security holder of the issuer or the SEC Staff, upon request, information regarding the number of shares sold at each price within the range.
- F5Each restricted stock unit represents a contingent right to receive one share of the Company's common stock.