SEC Form 4 · accession 0000899243-15-006349
Wright Medical Group N.V. · WMGI
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Jennifer S. Walker
Officer — SVP, Process Improvement
Period of report
Oct 1, 2015
Accepted (ET)
Oct 5, 2015 · 6:55 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 | 37,984 | — | A | 37,984 | 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 | $18.94 | Oct 1, 2015 | A | 876 | A | Oct 1, 2015 | Apr 4, 2016 | Ordinary Shares | 876 | 876 | D |
| Stock Option (Right to Buy)F3 | $18.94 | Oct 1, 2015 | A | 876 | A | Oct 1, 2015 | Apr 4, 2016 | Ordinary Shares | 876 | 876 | D |
| Stock Option (Right to Buy)F4 | $17.01 | Oct 1, 2015 | A | 15,463 | A | Oct 1, 2015 | Dec 11, 2019 | Ordinary Shares | 15,463 | 15,463 | D |
| Stock Option (Right to Buy)F5 | $17.82 | Oct 1, 2015 | A | 4,154 | A | Oct 1, 2015 | May 13, 2020 | Ordinary Shares | 4,154 | 4,154 | D |
| Stock Option (Right to Buy)F6 | $15.04 | Oct 1, 2015 | A | 5,403 | A | Oct 1, 2015 | May 11, 2021 | Ordinary Shares | 5,403 | 5,403 | D |
| Stock Option (Right to Buy)F7 | $20.75 | Oct 1, 2015 | A | 11,536 | A | Oct 1, 2015 | May 9, 2022 | Ordinary Shares | 11,536 | 11,536 | D |
| Stock Option (Right to Buy)F8 | $22.55 | Oct 1, 2015 | A | 3,098 | A | Oct 1, 2015 | Apr 17, 2023 | Ordinary Shares | 3,098 | 3,098 | D |
| Stock Option (Right to Buy)F9 | $23.93 | Oct 1, 2015 | A | 11,466 | A | Oct 1, 2015 | May 14, 2023 | Ordinary Shares | 11,466 | 11,466 | D |
| Stock Option (Right to Buy)F10 | $30.14 | Oct 1, 2015 | A | 2,517 | A | Oct 1, 2015 | Apr 1, 2024 | Ordinary Shares | 2,517 | 2,517 | D |
| Stock Option (Right to Buy)F11 | $29.06 | Oct 1, 2015 | A | 10,264 | A | Oct 1, 2015 | May 13, 2024 | Ordinary Shares | 10,264 | 10,264 | D |
Explanation of responses
- F1Received in exchange for 36,846 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.
- F10Received in the merger in exchange for an employee stock option to acquire 2,442 Wright shares for $31.07 per share.
- F11Received in the merger in exchange for an employee stock option to acquire 9,957 Wright shares for $29.95 per share.
- F2Received in the merger in exchange for an employee stock option to acquire 850 Wright shares for $19.52 per share.
- F3Received in the merger in exchange for an employee stock option to acquire 850 Wright shares for $19.52 per share.
- F4Received in the merger in exchange for an employee stock option to acquire 15,000 Wright shares for $17.53 per share.
- F5Received in the merger in exchange for an employee stock option to acquire 4,030 Wright shares for $18.37 per share.
- F6Received in the merger in exchange for an employee stock option to acquire 5,242 Wright shares for $15.50 per share.
- F7Received in the merger in exchange for an employee stock option to acquire 11,191 Wright shares for $21.39 per share.
- F8Received in the merger in exchange for an employee stock option to acquire 3,006 Wright shares for $23.24 per share.
- F9Received in the merger in exchange for an employee stock option to acquire 11,123 Wright shares for $24.66 per share.