SEC Form 4 · accession 0000899243-16-032684
Quotient Ltd · QTNT
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Zubeen Shroff
Director · 10% Owner
Period of report
Oct 31, 2016
Accepted (ET)
Nov 2, 2016 · 8:49 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 | holding | — | — | — | 6,489,618 | I | See footnote |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Ordinary Share Option (Right to Buy)F5 | $5.73 | Oct 31, 2016 | A | 8,726 | A | — | Oct 31, 2026 | Ordinary Shares | 8,726 | 8,726 | D |
| Restricted Stock UnitsF6,F7 | — | Oct 31, 2016 | A | 5,236 | A | — | — | Ordinary Shares | 5,236 | 5,236 | D |
| Ordinary Share Option (Right to Buy)F2 | $11.62 | holding | — | — | — | — | Oct 31, 2025 | Ordinary Shares | 7,505 | 7,505 | D |
| Ordinary Share Option (Right to Buy)F3 | $8.00 | holding | — | — | — | — | Apr 29, 2024 | Ordinary Shares | 5,000 | 5,000 | D |
| Ordinary Share Option (Right to Buy)F4 | $9.95 | holding | — | — | — | — | Oct 31, 2024 | Ordinary Shares | 5,025 | 5,025 | D |
Explanation of responses
- F1Includes 5,840,200 ordinary shares held of record by Galen Partners V LP, 498,714 ordinary shares held of record by Galen Partners International V LP and 150,704 ordinary shares held of record by Galen Management, LLC (collectively, "Galen Partners"). John Wilkerson, David W. Jahns and Zubeen Shroff exercise voting, investment and dispositive rights over the securities held of record by Galen Partners. The Reporting Person disclaims beneficial ownership of the shares reported herein, except to the extent of his pecuniary interest therein.
- F22,502 options vested on October 31, 2016 and remain exercisable, 2,502 options will vest on October 31, 2017, 2,501 options will vest on October 31, 2018.
- F33,334 options have vested and remain exercisable, 1,666 options will vest on April 29, 2017. In the Form 4 filed August 5, 2016, the number of options previously reported in footnote 4 (4,000) differed from the number of options reported in columns 7 and 9 (5,000) due to typographical errors. The correct number of options is 5,000, as reported herein.
- F43,350 options have vested and remain exercisable, 1,675 options will vest on October 31, 2017.
- F5The options vest and become exercisable in three equal annual installments beginning October 31, 2017.
- F6Restricted Stock Units convert into ordinary shares on a one-for-one basis.
- F7On October 31, 2016, the reporting person was granted 5,236 restricted stock units, vesting in two equal installments on October 31, 2017 and October 31, 2018.