SEC Form 4 · accession 0001209191-16-133865
HeartWare International, Inc. · HTWR
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Mark Strong
Officer — Senior VP, R&D and Quality
Period of report
Jul 21, 2016
Accepted (ET)
Jul 25, 2016 · 6:08 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 | Jul 21, 2016 | M | 2,500 | $0.00 | A | 5,388 | D | |
| Common StockF2,F3 | Jul 22, 2016 | S | 814 | $57.71 | D | 4,574 | D | |
| Common StockF4,F3 | Jul 22, 2016 | S | 1,061 | $57.71 | D | 3,513 | 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 | — | Jul 21, 2016 | M | 2,500 | D | Jul 21, 2016 | Jul 21, 2016 | Common Stock | 2,500 | 20,053 | D |
Explanation of responses
- F1On September 9, 2014, the reporting person was granted restricted stock units to acquire 10,000 shares of HeartWare International common stock. The award vests in four equal installments on July 21, 2015, July 21, 2016, July 21, 2017 and July 21, 2018. On July 21, 2016, 2,500 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 taxes related to the vesting of restricted stock units and receipt of the related shares reported on this Form 4.
- F3This price represents the weighted average sale price for multiple transactions reported on this line. The prices of the transactions ranged from 57.65 to 57.74. 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.
- F4These shares were sold pursuant to a pre-arranged trading plan in accordance with Rule 10b5-1 of the Securities Exchange Act of 1934.
- F5Each restricted stock unit represents a contingent right to receive one share of the Company's common stock.