SEC Form 4 · accession 0001235802-15-000012
Wright Medical Group N.V. · WMGI
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Richard B Emmitt
Director
Period of report
Jan 20, 2015
Accepted (ET)
Jan 22, 2015 · 4:08 pm EST
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 shareF2,F3 | Jan 20, 2015 | J | 312,911 | $24.75 | D | 7,413 | I | See footnote |
| Ordinary Shares, par value EUR 0.03 per shareF2,F4 | Jan 20, 2015 | J | 6,490 | $24.75 | A | 47,865 | D | |
| Ordinary Shares, par value EUR 0.03 per shareF2,F5 | Jan 20, 2015 | J | 4,705 | $24.75 | A | 15,708 | I | See footnote |
| Ordinary Shares, par value EUR 0.03 per shareF2,F6 | Jan 20, 2015 | J | 162 | $24.75 | A | 564 | I | By Spouse |
| Ordinary Shares, par value EUR 0.03 per shareF2,F7 | Jan 20, 2015 | J | 128 | $24.75 | A | 444 | I | See footnote |
| Ordinary Shares, par value EUR 0.03 per shareF3 | Jan 21, 2015 | S | 7,413 | $24.715 | D | 0 | I | See footnote |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Distribution of an aggregate of 332,945 ordinary shares to partners of Vertical Fund I, L.P., or VFI, and Vertical Fund II, L.P., or VFII, including an aggregate of 11,195 ordinary shares distributed to Mr. Emmitt and an IRA account of Mr. Emmitt and an aggregate of 290 ordinary shares distributed to Mr. Emmitt's spouse and an IRA account of Mr. Emmitt's spouse.
- F2Represents the closing market price of the ordinary shares on the NASDAQ Global Select Market on the trading day immediately preceding the distribution of ordinary shares to partners of VFI and VFII.
- F3Shares are held by VFI, a Delaware limited partnership. The Vertical Group, L.P., a Delaware limited partnership, is the sole general partner of VFI, and The Vertical Group GP, LLC controls The Vertical Group, L.P. Mr. Emmitt is a Member and Manager of The Vertical Group GP, LLC, which controls The Vertical Group, L.P. All ordinary shares indicated as owned by Mr. Emmitt are included because of his affiliation with The Vertical Group, L.P. Mr. Emmitt disclaims beneficial ownership of all securities that may be deemed to be beneficially owned by The Vertical Group, L.P., except to the extent of any indirect pecuniary interest therein. This Form 4 shall not be deemed an admission that Mr. Emmitt or any other person referred to herein is a beneficial owner of any securities for purposes of Section 16 of the Securities Exchange Act of 1934 or for any other purpose.
- F4Includes 6,657 ordinary shares that will be issued over time upon vesting pursuant to restricted stock units granted under the Tornier N.V. 2010 Incentive Plan, as amended.
- F5Held by an IRA account of Mr. Emmitt.
- F6Held by Mr. Emmitt's spouse. Mr. Emmitt disclaims beneficial ownership of all securities that may be deemed to be beneficially owned by his spouse, except to the extent of any indirect pecuniary interest therein. This Form 4 shall not be deemed an admission that Mr. Emmitt or any other person referred to herein is a beneficial owner of any securities for purposes of Section 16 of the Securities Exchange Act of 1934 or for any other purpose.
- F7Held by an IRA account of Mr. Emmitt's spouse. Mr. Emmitt disclaims beneficial ownership of all securities that may be deemed to be beneficially owned by his spouse, except to the extent of any indirect pecuniary interest therein. This Form 4 shall not be deemed an admission that Mr. Emmitt or any other person referred to herein is a beneficial owner of any securities for purposes of Section 16 of the Securities Exchange Act of 1934 or for any other purpose.