SEC Form 4 · accession 0001140361-17-022921
NEVRO CORP · NVRO
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Wilfred E Jaeger
Director
Period of report
May 25, 2017
Accepted (ET)
May 30, 2017 · 6:53 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 StockF1,F2 | May 25, 2017 | A | 1,518 | $0.00 | A | 1,518 | D | |
| Common StockF3 | holding | — | — | — | 1,125,291 | I | See footnote | |
| Common StockF4 | holding | — | — | — | 24,847 | 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)F5 | $74.07 | May 25, 2017 | A | 3,545 | A | — | May 24, 2027 | Common Stock | 3,545 | 3,545 | D |
Explanation of responses
- F1Constitute restricted stock units ("RSUs") for which the Reporting Person is entitled to receive one (1) share of Common Stock for each RSU upon vesting. 100% of the RSUs shall vest on the one year anniversary of May 25, 2017, subject to the Reporting Person's continued service to the issuer.
- F2Includes 1,518 RSUs.
- F3Shares are held by Three Arch Partners IV, L.P. ("TAP IV"). Three Arch Management IV, L.L.C. ("TAM IV"), the general partner of TAP IV, has sole voting and dispositive power with respect to the securities held by TAP IV. Mark A. Wan and Wilfred E. Jaeger, the managing members of TAM IV, share the voting and dispositive power with respect to the shares held by TAP IV. Such persons and entities disclaim beneficial ownership of the shares held by TAP IV except to the extent of any pecuniary interest therein.
- F4Shares are held by Three Arch Associates IV, L.P. ("TAA IV"). TAM IV, the general partner of TAA IV, has sole voting and dispositive power with respect to the securities held by TAA IV. Mark A. Wan and Wilfred E. Jaeger, the managing members of TAM IV, share the voting and dispositive power with respect to the shares held by TAA IV. Such persons and entities disclaim beneficial ownership of the shares held by TAA IV except to the extent of any pecuniary interest therein.
- F51/12th of the shares subject to the option vest on each monthly anniversary measured from May 25, 2017 (the "Vesting Commencement Date"), such that 100% of the shares subject to the option will be fully vested and exercisable on the first anniversary of the Vesting Commencement Date, subject to the Reporting Person's continued service to the issuer.