SEC Form 4 · accession 0000899243-16-021835
Quotient Ltd · QTNT
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Stephen Unger
Officer — Chief Financial Officer
Period of report
Jun 3, 2016
Accepted (ET)
Jun 6, 2016 · 6:04 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 SharesF1 | Jun 3, 2016 | S | 14,484 | $9.99 | D | 0 | 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)F2 | $11.92 | holding | — | — | — | — | May 31, 2026 | Ordinary Shares | 15,000 | 15,000 | D |
| Multi-year Performance Based Restricted Stock UnitsF3 | — | holding | — | — | — | — | Dec 31, 2018 | Ordinary Shares | 15,000 | 15,000 | D |
| Multi-year Performance Based Restricted Stock UnitsF4 | — | holding | — | — | — | — | Dec 31, 2018 | Ordinary Shares | 22,500 | 22,500 | D |
| Employee Stock Option (right to buy)F5 | $15.17 | holding | — | — | — | — | May 19, 2025 | Ordinary Shares | 22,500 | 22,500 | D |
| Employee Stock Option (right to buy)F6 | $8.00 | holding | — | — | — | — | Apr 29, 2024 | Ordinary Shares | 50,800 | 50,800 | D |
| Options to Purchase Ordinary sharesF7 | $8.00 | holding | — | — | — | — | Mar 3, 2024 | Ordinary Shares | 67,200 | 67,200 | D |
| Options to Purchase Ordinary sharesF8 | $3.29 | holding | — | — | — | — | Jun 27, 2023 | Ordinary Shares | 32,000 | 32,000 | D |
Explanation of responses
- F1The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $9.85 to $10.28, inclusive. The Reporting Person undertakes to provide Quotient, any security holder of Quotient, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares purchased at each separate price within the ranges set forth in this footnote.
- F2The options will vest and become exercisable in three equal annual installments beginning on June 1, 2017.
- F3Each 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.
- F4Each 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.
- F57,500 options vested on 5/20/2016 and remain exercisable, 7,500 will vest on 5/20/2017, 7,500 will vest on 5/20/2018.
- F633,866 options have vested and remain exercisable, 16,934 options will vest on 4/29/2017.
- F744,800 options have vested and remain exercisable, 22,400 options will vest on 3/4/2017.
- F821,334 options have vested and remain exercisable, 10,666 options will vest on 6/28/2016.