SEC Form 4 · accession 0001140361-18-012684

HANGER, INC. · HNGR

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Kenneth W. Wilson

Officer — Pres./COO Southern Prosthetic*

Period of report

Mar 6, 2018

Accepted (ET)

Mar 8, 2018 · 6:27 pm EST

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0000722723

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Common Stock	Mar 6, 2018	F	936	$15.55	D	59,478	D
Common Stock^F2,F3	Mar 7, 2018	F	894	$15.695	D	58,584	D

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Stock Options (right to buy)^F4	$12.77	holding	—	—	—	—	May 19, 2027	Common Stock	54,834	54,834	D
Performance Share Units^F5	—	holding	—	—	—	—	May 19, 2020	Common Stock	21,934	21,934	D

Explanation of responses

F1Reflects payment of tax liability by withholding shares of stock incident to vesting of restricted stock previously issued.
F2Includes (i) unvested restricted shares and fully vested shares totaling 7,561 shares of stock from an initial grant of 9,539 shares of restricted stock, half of which vested on January 25, 2018 and the remainder of which will vest on March 6, 2018 and 2019; (ii) unvested restricted shares which total 11,000 shares of stock from an initial grant of 11,000 shares of restricted stock that begins to vest on March 8, 2018; (iii) unvested restricted shares and fully vested shares totaling 4,658 shares of stock from an initial grant of 5,000 shares of restricted stock that begins to vest on October 11, 2017; (iv) unvested restricted shares and fully vested shares totaling 9,485 shares of stock from an initial grant of 11,000 shares of restricted stock that begins to vest on March 7, 2017; (v) unvested restricted shares and fully vested shares totaling 4,947 shares of stock from an initial grant of 6,359 shares of restricted stock made on March 6, 2015; [continued in next footnote]
F3(vi) fully vested shares totaling 2,839 shares of stock from an initial grant of 3,661 shares of restricted stock made on March 7, 2014; (vii) fully vested shares totaling 5,839 shares of stock from an initial grant of 8,075 shares of restricted stock and performance shares made on March 11, 2013; (viii) fully vested shares totaling 6,833 shares of stock from an initial grant of 13,800 shares of restricted stock and performance shares made on March 7, 2012 and (ix) fully vested shares totaling 5,422 shares of stock from an initial grant of 15,000 shares of restricted stock made on September 19, 2011. Except as otherwise noted, all remaining unvested restricted shares will continue to vest at a rate of 25% per year of the original grant amount on the anniversary date of the grant.
F4Stock options were granted under the Company's Special Equity Plan and vest 1/3 on each of May 19, 2018, 2019 and 2020.
F5Performance share units ("PSUs") were granted under the Company's Special Equity Plan. Each PSU represents a contingent right to receive one share of common stock if predetermined levels of absolute common stock price compounded annual growth rate are achieved over a three-year performance period ending on the third anniversary of the grant date. The number of PSUs shown in the table represents the maximum number that could be earned; the target number is one-half the maximum number.

Remarks

* President and Chief Operating Officer of Southern Prosthetic Supply, Inc.