SEC Form 4 · accession 0001179110-18-006502
ABIOMED INC · ABMD
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Martin P Sutter
Director
Period of report
May 8, 2018
Accepted (ET)
May 9, 2018 · 7:26 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000815094
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock, $0.01 par value | May 8, 2018 | M | 25,000 | $13.91 | A | 191,377 | D | |
| Common Stock, $0.01 par valueF6 | May 8, 2018 | S | 700 | $340.4704 | D | 190,677 | D | |
| Common Stock, $0.01 par valueF19,F7 | May 8, 2018 | S | 400 | $341.9964 | D | 190,277 | D | |
| Common Stock, $0.01 par valueF19,F8 | May 8, 2018 | S | 2,757 | $342.7947 | D | 187,520 | D | |
| Common Stock, $0.01 par valueF19,F9 | May 8, 2018 | S | 3,950 | $343.7712 | D | 183,570 | D | |
| Common Stock, $0.01 par valueF19,F10 | May 8, 2018 | S | 1,400 | $344.6914 | D | 182,170 | D | |
| Common Stock, $0.01 par valueF19,F11 | May 8, 2018 | S | 400 | $345.6375 | D | 181,770 | D | |
| Common Stock, $0.01 par valueF19,F12 | May 8, 2018 | S | 283 | $346.5441 | D | 181,487 | D | |
| Common Stock, $0.01 par value | May 8, 2018 | M | 12,000 | $18.63 | A | 193,487 | D | |
| Common Stock, $0.01 par valueF13 | May 8, 2018 | S | 800 | $340.4175 | D | 192,687 | D | |
| Common Stock, $0.01 par value | May 8, 2018 | S | 200 | $341.84 | D | 192,487 | D | |
| Common Stock, $0.01 par valueF14 | May 8, 2018 | S | 2,700 | $342.6655 | D | 189,787 | D | |
| Common Stock, $0.01 par valueF15 | May 8, 2018 | S | 5,300 | $343.6635 | D | 184,487 | D | |
| Common Stock, $0.01 par valueF16 | May 8, 2018 | S | 1,900 | $344.5458 | D | 182,587 | D | |
| Common Stock, $0.01 par valueF17 | May 8, 2018 | S | 700 | $345.3786 | D | 181,887 | D | |
| Common Stock, $0.01 par valueF18 | May 8, 2018 | S | 400 | $346.2625 | D | 181,487 | D | |
| Common Stock, $0.01 par valueF20 | May 8, 2018 | A | 6,546 | $329.01 | A | 188,033 | D | |
| Common Stock, $0.01 par valueF20,F1 | May 8, 2018 | D | 201,818 | $329.01 | D | 745,000 | I | By Essex Woodland Health Ventures, VI, LP |
| Common Stock, $0.01 par valueF2 | holding | — | — | — | 503,182 | I | By Essex Woodlands Health Ventures Fund VII, LP |
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,F4 | $13.91 | May 8, 2018 | M | 25,000 | D | May 20, 2009 | May 20, 2018 | Common Stock | 25,000 | 0 | D |
| Stock Option (right to buy)F5 | $18.63 | May 8, 2018 | M | 12,000 | D | Aug 12, 2009 | Aug 13, 2018 | Common Stock | 12,000 | 0 | D |
| Stock Option (right to buy)F5 | $7.67 | holding | — | — | — | Aug 11, 2010 | Aug 12, 2019 | Common Stock | 12,000 | 12,000 | D |
| Stock Option (right to buy)F5 | $9.99 | holding | — | — | — | Aug 10, 2011 | Aug 11, 2020 | Common Stock | 12,000 | 12,000 | D |
Explanation of responses
- F1These securities are held by Essex Woodlands Health Ventures Fund VI, L.P. Mr. Sutter is a managing director of Essex Woodlands Health Ventures, the partnership that owns the reported securities. As a managing director Mr. Sutter shares voting and investment powers for Essex Woodlands Health Ventures Fund VI, L.P.. Mr. Sutter disclaims beneficial ownership of all such securities except to the extent of his pecuniary interest therein.
- F10This price represents the weighted average sale price of multiple transactions on the reported date at prices that ranged between $344.3700 and $345.0000. Detailed information regarding the number of shares sold at each separate price will be provided upon request by the Commission staff, the Issuer, or a security holder of the Issuer.
- F11This price represents the weighted average sale price of multiple transactions on the reported date at prices that ranged between $345.3500 and $345.7600. Detailed information regarding the number of shares sold at each separate price will be provided upon request by the Commission staff, the Issuer, or a security holder of the Issuer.
- F12This price represents the weighted average sale price of multiple transactions on the reported date at prices that ranged between $346.4000 and $346.6500. Detailed information regarding the number of shares sold at each separate price will be provided upon request by the Commission staff, the Issuer, or a security holder of the Issuer.
- F13This price represents the weighted average sale price of multiple transactions on the reported date at prices that ranged between $340.0000 and $340.5800. Detailed information regarding the number of shares sold at each separate price will be provided upon request by the Commission staff, the Issuer, or a security holder of the Issuer.
- F14This price represents the weighted average sale price of multiple transactions on the reported date at prices that ranged between $342.1700 and $342.9700. Detailed information regarding the number of shares sold at each separate price will be provided upon request by the Commission staff, the Issuer, or a security holder of the Issuer.
- F15This price represents the weighted average sale price of multiple transactions on the reported date at prices that ranged between $343.1500 and $343.9900. Detailed information regarding the number of shares sold at each separate price will be provided upon request by the Commission staff, the Issuer, or a security holder of the Issuer.
- F16This price represents the weighted average sale price of multiple transactions on the reported date at prices that ranged between $344.0000 and $344.9900. Detailed information regarding the number of shares sold at each separate price will be provided upon request by the Commission staff, the Issuer, or a security holder of the Issuer.
- F17This price represents the weighted average sale price of multiple transactions on the reported date at prices that ranged between $345.0000 and $345.7700. Detailed information regarding the number of shares sold at each separate price will be provided upon request by the Commission staff, the Issuer, or a security holder of the Issuer.
- F18This price represents the weighted average sale price of multiple transactions on the reported date at prices that ranged between $346.0000 and $346.6500. Detailed information regarding the number of shares sold at each separate price will be provided upon request by the Commission staff, the Issuer, or a security holder of the Issuer.
- F19Transaction represents shares of common stock sold for the payment of the exercise price of stock options and withholding taxes associated with stock option exercise.
- F2These securities are held by Essex Woodlands Health Ventures Fund VII, L.P.. Mr. Sutter is a managing director of Essex Woodlands Health Ventures, the partnership that owns the reported securities. As a managing director Mr. Sutter shares voting and investment powers for Essex Woodlands Health Ventures Fund VII, L.P. Mr. Sutter disclaims beneficial ownership of all such securities except to the extent of his pecuniary interest therein.
- F20Essex Woodlands Health Ventures VI LP made an in-kind distribution of 201,818 shares of Abiomed Stock, in which Mr. Sutter as a limited partner of Essex Woodlands Health Ventures VI LP received 6,546 shares.
- F3Grant to reporting person to buy shares of Common Stock under ABIOMED, Inc. 2000 Stock Incentive Plan.
- F4These options become exerciseable in annual 20% increments commencing on the date set forth in Table II, Column 6.
- F5Grant to reporting person of option to buy shares of Common Stock set forth in Table II, Column 7, under the ABIOMED, Inc. 2008 Stock Incentive Plan.
- F6This price represents the weighted average sale price of multiple transactions on the reported date at prices that ranged between $340.3300 and $340.5700. Detailed information regarding the number of shares sold at each separate price will be provided upon request by the Commission staff, the Issuer, or a security holder of the Issuer.
- F7This price represents the weighted average sale price of multiple transactions on the reported date at prices that ranged between $341.8400 and $342.2700. Detailed information regarding the number of shares sold at each separate price will be provided upon request by the Commission staff, the Issuer, or a security holder of the Issuer.
- F8This price represents the weighted average sale price of multiple transactions on the reported date at prices that ranged between $342.3300 and $343.2900. Detailed information regarding the number of shares sold at each separate price will be provided upon request by the Commission staff, the Issuer, or a security holder of the Issuer.
- F9This price represents the weighted average sale price of multiple transactions on the reported date at prices that ranged between $343.3400 and $344.1800. Detailed information regarding the number of shares sold at each separate price will be provided upon request by the Commission staff, the Issuer, or a security holder of the Issuer.