SEC Form 4 · accession 0001209191-15-046309
Quotient Ltd · QTNT
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Roland Boyd
Officer — See Remarks
Period of report
May 20, 2015
Accepted (ET)
May 22, 2015 · 6:13 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 | — | — | — | 16,000 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Multi-year Performance Based Restricted Stock UnitsF1 | — | May 20, 2015 | A | 15,000 | A | — | Dec 31, 2018 | Ordinary Shares | 15,000 | 15,000 | D |
| Employee Stock Option (right to buy)F2 | $15.17 | May 20, 2015 | A | 15,000 | A | — | May 19, 2025 | Ordinary Shares | 15,000 | 15,000 | D |
| Employee Stock Option (right to buy)F3 | $8.00 | holding | — | — | — | — | Apr 29, 2024 | Ordinary Shares | 25,000 | 25,000 | D |
| Options to purchase ordinary sharesF6,F4,F5 | — | holding | — | — | — | — | Feb 14, 2023 | Ordinary Shares | 32,000 | 32,000 | D |
| Options to purchase ordinary sharesF7 | $3.29 | holding | — | — | — | — | Jun 27, 2023 | Ordinary Shares | 8,000 | 8,000 | D |
Explanation of responses
- F1Each Multi-year Performance Based Restricted Stock Unit ("MRSU") represents a contingent right to receive one share of Quotient 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.
- F2The option becomes exercisable in three equal annual installments beginning May 20, 2016.
- F38,333 options vested on 4/29/2015 and remain exercisable, 8,333 options will vest on 4/29/2016, 8,334 options will vest on 4/29/2017.
- F4The exercise price will be paid in pounds sterling, at GBP 0.91 per share.
- F521,334 options have vested and remain exercisable, 10,666 options will vest on 8/14/2015.
- F6In the Form 4 filed 5/1/2014, the number of shares previously reported in columns 7 and 9 (32,800) differed from the sum of the number of shares reported in footnote 3 (31,999) due to typographical errors. The correct number of shares is 32,000, as reported herein.
- F72,667 options vested on 6/28/2014 and remain exercisable, 2,667 options will vest on 6/28/2015, 2,666 options will vest on 6/28/2016.
Remarks
Group Financial Controller and Treasurer