SEC Form 4 · accession 0001637761-16-000091
SeaSpine Holdings Corp · SPNE
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
John B Henneman III
Director
Period of report
Jun 7, 2016
Accepted (ET)
Jun 9, 2016 · 4:14 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001637761
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Jun 7, 2016 | A | 10,010 | $0.00 | A | 18,903 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Option (right to buy)F3 | $9.99 | Jun 7, 2016 | A | 13,920 | A | — | Jun 7, 2026 | Common Stock | 13,920 | 13,920 | D |
Explanation of responses
- F1The restricted stock award vests in four equal installments on each of September 7, 2016, December 7, 2016, March 7, 2017 and June 7, 2017, subject to the Reporting Person's continued service on the board of directors of SeaSpine Holdings Corporation ("SeaSpine") through each vesting date. The restricted stock award will also vest upon a change in control of SeaSpine and upon the death or disability of the Reporting Person.
- F2On July 1, 2015, Integra LifeSciences Holdings Corporation ("Integra") distributed 100% of the shares of common stock of SeaSpine that it owned to Integra stockholders of record as of the close of business on June 19, 2015. The distribution was made to the stockholders of Integra on a pro rata basis by means of a share dividend. Integra distributed to its stockholders one share of SeaSpine common stock for every three shares of Integra common stock held by stockholders of Integra as of the close of business on June 19, 2015. The distribution of SeaSpine shares was exempt from Section 16 of the Exchange Act by Rule 16a-9. Includes 8,893 shares of SeaSpine issued to the Reporting Person pursuant to the distribution in respect of shares of Integra held by him prior to the distribution.
- F3The option vests in four equal installments on each of September 7, 2016, December 7, 2016, March 7, 2017 and June 7, 2017, subject to the Reporting Person's continued service on the board of directors of SeaSpine through each vesting date. The option will also vest upon a change in control of SeaSpine and upon the death or disability of the Reporting Person.