SEC Form 4 · accession 0000899243-18-020767
Quotient Ltd · QTNT
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Jeremy Stackawitz
Officer — President
Period of report
Jul 27, 2018
Accepted (ET)
Jul 30, 2018 · 4:15 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 | Jul 27, 2018 | M | 2,099 | $5.80 | A | 131,939 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| WarrantF8 | $5.80 | Jul 27, 2018 | M | 2,099 | D | — | Jul 31, 2018 | Ordinary Shares | 2,099 | 0 | D |
| Employee Stock Option (right to buy)F1 | $11.92 | holding | — | — | — | — | May 31, 2026 | Ordinary Shares | 20,000 | 20,000 | D |
| Multi-year Performance Based Restricted Stock UnitsF2 | — | holding | — | — | — | — | Dec 31, 2018 | Ordinary Shares | 20,000 | 20,000 | D |
| Multi-year Performance Based Restricted Stock UnitsF3 | — | holding | — | — | — | — | Dec 31, 2018 | Ordinary Shares | 22,500 | 22,500 | D |
| Employee Stock Option (right to buy)F4 | $15.17 | holding | — | — | — | — | May 19, 2025 | Ordinary Shares | 22,500 | 22,500 | D |
| Employee Stock Option (right to buy)F5 | $8.00 | holding | — | — | — | — | Apr 29, 2024 | Ordinary Shares | 60,000 | 60,000 | D |
| Employee Stock Option (right to buy)F6 | $7.58 | holding | — | — | — | — | May 23, 2027 | Ordinary Shares | 40,000 | 40,000 | D |
| Multi-year Performance Based Restricted Stock UnitF7 | — | holding | — | — | — | — | Dec 31, 2019 | Ordinary Shares | 50,000 | 50,000 | D |
| Restricted Stock UnitsF9,F10 | — | holding | — | — | — | — | — | Ordinary Shares | 30,961 | 30,961 | D |
Explanation of responses
- F113,334 options have vested and remain exercisable and 6,666 options will vest on June 1, 2019.
- F10On May 24, 2018, the Reporting Person was granted 30,961 Restricted Stock Units, vesting in three equal annual installments beginning May 24, 2019.
- 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.
- F4All 22,500 options have vested and remain exercisable.
- F5All 60,000 options have vested and remain exercisable.
- F613,333 vested on May 24, 2018 and remain exercisable, 13,333 options will vest on May 24, 2019, 13,334 options will vest on May 24, 2020.
- F7Each 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 $22.00 per share for 20 consecutive trading days during the period April 1, 2019 to December 31, 2019.
- F8The warrants are immediately exercisable.
- F9Restricted Stock Units convert into ordinary shares on a one-for-one basis.