SEC Form 4 · accession 0001140361-16-082195
NEVRO CORP · NVRO
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Michael F Demane
Director
Period of report
Oct 4, 2016
Accepted (ET)
Oct 6, 2016 · 7:23 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001444380
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Oct 4, 2016 | M | 46,505 | $3.60 | A | 532,425 | D | |
| Common StockF2 | Oct 4, 2016 | S | 11,771 | $97.3045 | D | 520,654 | D | |
| Common StockF3 | Oct 4, 2016 | S | 20,784 | $97.9821 | D | 499,870 | D | |
| Common StockF4 | Oct 4, 2016 | S | 7,600 | $99.0036 | D | 492,270 | D | |
| Common StockF5 | Oct 4, 2016 | S | 5,450 | $100.1147 | D | 486,820 | D | |
| Common StockF6 | Oct 4, 2016 | S | 700 | $101.4493 | D | 486,120 | D | |
| Common StockF7 | Oct 4, 2016 | S | 200 | $102.29 | D | 485,920 | D | |
| Common Stock | Oct 5, 2016 | M | 17,587 | $3.60 | A | 503,507 | D | |
| Common Stock | Oct 5, 2016 | M | 28,918 | $18.00 | A | 532,425 | D | |
| Common StockF9 | Oct 5, 2016 | S | 38,599 | $97.8618 | D | 493,826 | D | |
| Common StockF10 | Oct 5, 2016 | S | 7,906 | $98.8626 | D | 485,920 | D | |
| Common Stock | Oct 6, 2016 | M | 27,754 | $18.00 | A | 513,674 | D | |
| Common Stock | Oct 6, 2016 | M | 18,750 | $63.23 | A | 532,424 | D | |
| Common StockF12 | Oct 6, 2016 | S | 18,579 | $95.8235 | D | 513,845 | D | |
| Common StockF13 | Oct 6, 2016 | S | 27,925 | $96.1843 | D | 485,920 | D | |
| Common StockF14 | holding | — | — | — | 72,554 | I | See footnote | |
| Common StockF15 | holding | — | — | — | 4,255 | 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)F8 | $3.60 | Oct 4, 2016 | M | 46,505 | D | — | May 14, 2023 | Common Stock | 46,505 | 112,088 | D |
| Stock Option (Right to Buy)F8 | $3.60 | Oct 5, 2016 | M | 17,587 | D | — | May 14, 2023 | Common Stock | 17,587 | 94,501 | D |
| Stock Option (Right to Buy)F11 | $18.00 | Oct 5, 2016 | M | 28,918 | D | — | Nov 4, 2024 | Common Stock | 28,918 | 112,367 | D |
| Stock Option (Right to Buy)F11 | $18.00 | Oct 6, 2016 | M | 27,754 | D | — | Nov 4, 2024 | Common Stock | 27,754 | 84,613 | D |
| Stock Option (Right to Buy)F16 | $63.23 | Oct 6, 2016 | M | 18,750 | D | — | Nov 30, 2025 | Common Stock | 18,750 | 81,250 | D |
Explanation of responses
- F1The sales were effected pursuant to the Reporting Person's Rule 10b5-1 trading plan.
- F10The price reported in Column 4 is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $98.43 to $99.3447, inclusive. The Reporting Person hereby undertakes to provide to the Securities and Exchange Commission staff, the Issuer, or a security holder of the Issuer, upon request, full information regarding the number of shares sold at each respective price within the range set forth in this footnote.
- F111/48th of the shares subject to the option vest on each monthly anniversary measured from November 5, 2014 (the "Vesting Commencement Date"), such that 100% of the shares subject to the option will be fully vested and exercisable on the fourth anniversary of the Vesting Commencement Date.
- F12The price reported in Column 4 is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $95.02 to $96.01, inclusive. The Reporting Person hereby undertakes to provide to the Securities and Exchange Commission staff, the Issuer, or a security holder of the Issuer, upon request, full information regarding the number of shares sold at each respective price within the range set forth in this footnote.
- F13The price reported in Column 4 is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $96.02 to $96.96, inclusive. The Reporting Person hereby undertakes to provide to the Securities and Exchange Commission staff, the Issuer, or a security holder of the Issuer, upon request, full information regarding the number of shares sold at each respective price within the range set forth in this footnote.
- F14Shares held by Catherine Q. DeMane Trustee, Michael F. DeMane 2012 Irrevocable Trust U/A/D July 26, 2012.
- F15Shares held by The Michael F. DeMane 2013 Retained Annuity Trust.
- F161/48th of the shares subject to the option vest on each monthly anniversary measured from November 5, 2015 (the "Vesting Commencement Date"), such that 100% of the shares subject to the option will be fully vested and exercisable on the fourth anniversary of the Vesting Commencement Date.
- F2The price reported in Column 4 is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $96.63 to $97.62, inclusive. The Reporting Person hereby undertakes to provide to the Securities and Exchange Commission staff, the Issuer, or a security holder of the Issuer, upon request, full information regarding the number of shares sold at each respective price within the range set forth in this footnote.
- F3The price reported in Column 4 is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $97.63 to $98.60, inclusive. The Reporting Person hereby undertakes to provide to the Securities and Exchange Commission staff, the Issuer, or a security holder of the Issuer, upon request, full information regarding the number of shares sold at each respective price within the range set forth in this footnote.
- F4The price reported in Column 4 is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $98.68 to $99.56, inclusive. The Reporting Person hereby undertakes to provide to the Securities and Exchange Commission staff, the Issuer, or a security holder of the Issuer, upon request, full information regarding the number of shares sold at each respective price within the range set forth in this footnote.
- F5The price reported in Column 4 is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $99.79 to $100.78, inclusive. The Reporting Person hereby undertakes to provide to the Securities and Exchange Commission staff, the Issuer, or a security holder of the Issuer, upon request, full information regarding the number of shares sold at each respective price within the range set forth in this footnote.
- F6The price reported in Column 4 is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $101.16 to $101.63, inclusive. The Reporting Person hereby undertakes to provide to the Securities and Exchange Commission staff, the Issuer, or a security holder of the Issuer, upon request, full information regarding the number of shares sold at each respective price within the range set forth in this footnote.
- F7The price reported in Column 4 is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $102.28 to $102.30, inclusive. The Reporting Person hereby undertakes to provide to the Securities and Exchange Commission staff, the Issuer, or a security holder of the Issuer, upon request, full information regarding the number of shares sold at each respective price within the range set forth in this footnote.
- F81/48th of the shares subject to the option vest on each monthly anniversary measured from May 15, 2013 (the "Vesting Commencement Date"), such that 100% of the shares subject to the option will be fully vested and exercisable on the fourth anniversary of the Vesting Commencement Date.
- F9The price reported in Column 4 is a weighted average sale price. These shares were sold in multiple transactions at prices ranging from $97.43 to $98.42, inclusive. The Reporting Person hereby undertakes to provide to the Securities and Exchange Commission staff, the Issuer, or a security holder of the Issuer, upon request, full information regarding the number of shares sold at each respective price within the range set forth in this footnote.