SEC Form 4 · accession 0001127602-17-034984
VARIAN MEDICAL SYSTEMS INC · VAR
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Dow R Wilson
Officer — President and CEO · Director
Period of report
Dec 18, 2017
Accepted (ET)
Dec 18, 2017 · 9:24 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000203527
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF2 | Dec 18, 2017 | M | 88,766 | $60.91 | A | 155,542 | D | |
| Common StockF3 | Dec 18, 2017 | S | 79,490 | $110.9212 | D | 76,052 | D | |
| Common StockF4 | Dec 18, 2017 | S | 9,276 | $111.6655 | D | 66,776 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Non Qualified Stock Option (Right to Buy)F2,F5 | $60.91 | Dec 18, 2017 | M | 88,766 | D | — | Nov 9, 2019 | Common Stock | 88,766 | 0 | D |
Explanation of responses
- F1This transaction is pursuant to the filer's SEC Rule10b5-1 Stock Plan
- F2The stock options were adjusted pursuant to the Employee Matters Agreement between Varian Medical Systems, Inc. ("Varian") and Varex Imaging Corporation ("Varex") relating to the January 28, 2017 distribution by Varian to its stockholders of all of the outstanding shares of the common stock of Varex. Stock options that were outstanding at the time of the distribution were adjusted by multiplying the number of shares subject thereto by 1.1303 and rounding down to the nearest whole share, and dividing the per share exercise price by 1.1303 and round up to the nearest cent.
- F3The 79,490 shares were sold in multiple transactions executed on the same day at prices ranging from $110.39 to $111.385. The detailed breakdown of executed sales will be furnished upon request.
- F4The 9,276 shares were sold in multiple transactions executed on the same day at prices ranging from $111.42 to $112.21. The detailed breakdown of executed sales will be furnished upon request.
- F5Stock option granted under the Varian Medical Systems, Inc. Third Amended and Restated 2005 Omnibus Stock Plan, which complies with Rule 16b-3. The option vests as follows: one third on 11/09/2013, and the remaining shares in 24 equal installments over the 24 months following the first vesting date.