SEC Form 3 · accession 0001209191-18-052299
Ra Medical Systems, Inc. · VTAK
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Dean Irwin
Officer — See Remarks · Director · 10% Owner
Period of report
Sep 26, 2018
Accepted (ET)
Sep 26, 2018 · 4:47 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001716621
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2,F3 | holding | — | — | — | 248,100 | D | ||
| Common StockF4 | holding | — | — | — | 2,803,852 | I | See Footnote | |
| Common StockF1,F2,F3 | holding | — | — | — | 148,860 | I | By Spouse |
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)F5 | $28.94 | holding | — | — | — | — | Jun 4, 2028 | Common Stock | 250,000 | — | D |
| Stock Option (Right to Buy)F5 | $28.94 | holding | — | — | — | — | Jun 4, 2028 | Common Stock | 150,000 | — | I |
Explanation of responses
- F1Reported shares are represented by restricted stock units ("RSUs"), and each RSU is the economic equivalent of one share of Ra Medical Systems, Inc. common stock.
- F215% of the RSUs shall vest on the 10th day of the first month following the expiration of the Lock-Up Period (as defined in the award agreement) (the "LP"), 15% of the RSUs shall vest on the 10th day of the second month following the expiration of the LP, 15% of the RSUs shall vest on the 15th day of the fourth month following the expiration of the LP, 15% of the RSUs shall vest on the 15th day of the fifth month following the expiration of the LP, 15% of the RSUs shall vest on the 20th day of the seventh month following the expiration of the LP, 15% of the RSUs shall vest on the 20th day of the eighth month following the expiration of the LP, and 10% of the RSUs shall vest on the 25th day of the tenth month following the expiration of the LP, subject to the applicable holder's continued service.
- F3In the event of a Change in Control (as defined in the Issuer's 2018 Stock Compensation Plan), 100% of the RSUs shall immediately become fully vested, subject to the applicable holder's continued service.
- F4Shares held of record by Dean Irwin & Melissa Burstein, as Trustees U/T/A June 12, 2017, of which the reporting person serves as co-trustee.
- F5One-third of the shares subject to the option shall vest on June 4, 2019, and one thirty-sixth of the shares subject to the option shall vest monthly thereafter, subject to the applicable holder's continued service. If the applicable holder's employment with the Company is terminated by the Company without cause, one-hundred percent (100%) of the shares subject to the option that have not vested shall immediately vest.
Remarks
CEO, Co-President, CTO, and Chairman of Board Exhibit 24 - Power of Attorney