SEC Form 4 · accession 0000899243-16-021731
Quotient Ltd · QTNT
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Edward Farrell
Officer — President
Period of report
Jun 1, 2016
Accepted (ET)
Jun 3, 2016 · 6:09 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001596946
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Ordinary Shares | holding | — | — | — | 2,133 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Employee Stock Option (right to buy)F1 | $11.92 | Jun 1, 2016 | A | 30,000 | A | — | May 31, 2026 | Ordinary Shares | 30,000 | 30,000 | D |
| Multi-year Performance Based Restricted Stock UnitsF2 | — | Jun 1, 2016 | A | 50,000 | A | — | Dec 31, 2018 | Ordinary Shares | 50,000 | 50,000 | D |
| Multi-year Performance Based Restricted Stock UnitsF3 | — | holding | — | — | — | — | Dec 31, 2018 | Ordinary Shares | 35,000 | 35,000 | D |
| Employee Stock Option (right to buy)F4 | $15.17 | holding | — | — | — | — | May 19, 2025 | Ordinary Shares | 30,000 | 30,000 | D |
| Options to acquire ordinary sharesF5,F6 | — | holding | — | — | — | — | Apr 10, 2023 | Ordinary Shares | 96,000 | 96,000 | D |
| Employee Stock Option (right to buy)F7 | $8.00 | holding | — | — | — | — | Apr 29, 2024 | Ordinary Shares | 79,000 | 79,000 | D |
Explanation of responses
- F1The options will vest and become exercisable in three equal annual installments beginning on June 1, 2017.
- F2Each Multi-year Performance Based Restricted Stock Unit ("MRSU") represents a contingent right to receive one share of Quotient's ordinary shares. The MRSUs vest upon Quotient's ordinary shares achieving a volume weighted average market price of $40.00 per share for 20 consecutive trading days during the period April 1, 2018 to December 31, 2018.
- F3Each MRSU represents a contingent right to receive one share of Quotient's ordinary shares. The MRSUs vest upon Quotient's ordinary shares achieving a volume weighted average market price of $60.00 per share for 20 consecutive trading days during the period April 1, 2018 to December 31, 2018.
- F410,000 options vested on 5/20/2016 and remain exercisable, 10,000 will vest on 5/20/2017, 10,000 will vest on 5/20/2018.
- F5The exercise price will be paid in pounds sterling, at GBP0.003 per share.
- F6All 96,000 options have vested and remain exercisable.
- F752,666 options have vested and remain exercisable, 26,334 options will vest on 4/29/2017.