SEC Form 4 · accession 0000899243-15-006338
Wright Medical Group N.V. · WMGI
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
James Lightman
Officer — SVP, General Counsel & Secty
Period of report
Oct 1, 2015
Accepted (ET)
Oct 5, 2015 · 6:44 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001492658
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Ordinary Shares, par value EUR 0.03 per shareF1 | Oct 1, 2015 | A | 20,542 | — | A | 21,542 | D |
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)F2 | $15.75 | Oct 1, 2015 | A | 67,008 | A | Oct 1, 2015 | Dec 29, 2021 | Ordinary Shares | 67,008 | 67,008 | D |
| Stock Option (Right to Buy)F3 | $17.70 | Oct 1, 2015 | A | 1,132 | A | Oct 1, 2015 | Apr 16, 2022 | Ordinary Shares | 1,132 | 1,132 | D |
| Stock Option (Right to Buy)F4 | $20.75 | Oct 1, 2015 | A | 14,889 | A | Oct 1, 2015 | May 9, 2022 | Ordinary Shares | 14,889 | 14,889 | D |
| Stock Option (Right to Buy)F5 | $22.55 | Oct 1, 2015 | A | 3,999 | A | Oct 1, 2015 | Apr 17, 2023 | Ordinary Shares | 3,999 | 3,999 | D |
| Stock Option (Right to Buy)F6 | $23.93 | Oct 1, 2015 | A | 22,199 | A | Oct 1, 2015 | May 14, 2023 | Ordinary Shares | 22,199 | 22,199 | D |
| Stock Option (Right to Buy)F7 | $29.06 | Oct 1, 2015 | A | 18,173 | A | Oct 1, 2015 | May 13, 2024 | Ordinary Shares | 18,173 | 18,173 | D |
Explanation of responses
- F1Received in exchange for 19,927 common shares of Wright Medical Group, Inc. ("Wright") pursuant to the Agreement and Plan of Merger by and among the issuer, Tornier N.V. ("TRNX"), Trooper Holdings Inc., and Trooper Merger Sub Inc., which became effective on October 1, 2015, (the "Merger"). On the date prior to the effective time of the Merger, the closing price of Wright's common shares was $21.02 per share and the closing price of TRNX's ordinary shares was $20.39 per share.
- F2Received in the merger in exchange for an employee stock option to acquire 65,000 Wright shares for $16.23 per share.
- F3Received in the merger in exchange for an employee stock option to acquire 1,099 Wright shares for $18.24 per share.
- F4Received in the merger in exchange for an employee stock option to acquire 14,443 Wright shares for $21.39 per share.
- F5Received in the merger in exchange for an employee stock option to acquire 3,880 Wright shares for $23.24 per share.
- F6Received in the merger in exchange for an employee stock option to acquire 21,534 Wright shares for $24.66 per share.
- F7Received in the merger in exchange for an employee stock option to acquire 17,629 Wright shares for $29.95 per share.