SEC Form 4 · accession 0001179110-18-008796
ABIOMED INC · ABMD
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Michael R Minogue
Officer — Chairman, President, CEO · Director
Period of report
Jun 15, 2018
Accepted (ET)
Jun 19, 2018 · 5:36 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 $.01 par valueF5 | Jun 15, 2018 | A | 189,174 | $0.00 | A | 385,956 | D | |
| Common Stock $.01 par valueF6 | Jun 15, 2018 | A | 41,526 | $0.00 | A | 427,482 | D | |
| Common Stock $.01 par valueF7 | Jun 15, 2018 | F | 42,092 | $440.65 | D | 385,390 | D | |
| Common Stock $.01 par valueF7 | Jun 15, 2018 | F | 9,240 | $440.65 | D | 376,150 | D | |
| Common Stock $.01 par value | holding | — | — | — | 46,654 | I | By Trust - A | |
| Common Stock $.01 par value | holding | — | — | — | 73,745 | I | By Trust - B | |
| Common Stock $.01 par value | holding | — | — | — | 9,000 | I | By Trust - C | |
| Common Stock $.01 par value | holding | — | — | — | 655 | I | By Trust - D | |
| Common Stock $.01 par value | holding | — | — | — | 38,560 | I | By Trust - E |
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)F2,F1 | $10.03 | holding | — | — | — | Jun 3, 2011 | Jun 3, 2020 | Common Stock | 0 | 105,000 | D |
| Stock Option (Right to Buy)F2,F1 | $22.44 | holding | — | — | — | May 22, 2013 | May 22, 2022 | Common Stock | 0 | 100,000 | D |
| Stock Option (Right to Buy)F2,F1 | $23.15 | holding | — | — | — | May 14, 2014 | May 14, 2024 | Common stock | 0 | 85,000 | D |
| Stock Option (right to buy)F2,F3 | $21.55 | holding | — | — | — | May 14, 2015 | May 14, 2024 | Common Stock | 0 | 85,000 | D |
| Stock Option (right to buy)F2,F3 | $66.25 | holding | — | — | — | May 13, 2016 | May 13, 2025 | Common Stock | 0 | 35,000 | D |
| Stock Option (right to buy)F4,F3 | $99.62 | holding | — | — | — | May 24, 2017 | May 24, 2026 | Common Stock | 0 | 30,500 | D |
| Stock Option (right to buy)F4,F3 | $134.51 | holding | — | — | — | May 15, 2018 | May 15, 2027 | Common Stock | 0 | 33,000 | D |
| Stock Option (right to buy)F4,F3 | $381.97 | holding | — | — | — | May 16, 2019 | May 16, 2028 | Common Stock | 30,000 | 30,000 | D |
Explanation of responses
- F1These options become exercisable in annual 25% increments, commencing on the date shown in Table II, Column 6.
- F2Grant to reporting person of option to buy the number of shares of Common Stock set forth in Table II, Column 7, under the ABIOMED, Inc. 2008 Stock Incentive Plan.
- F3These options become exercisable in annual 33-1/3% increments, commencing on the date shown in Table II, Column 6.
- F4Grant to reporting person of option to buy the number of shares of Common Stock set forth in Table II, Column 7, under the ABIOMED, Inc. 2015 Omnibus Incentive Plan.
- F5Represents shares of common stock underlying performance-based awards of restricted stock units granted to this reporting person on June 15, 2015. One half of these restricted stock units vested on June 15, 2018 (into an equal number of shares of common stock) based on the issuer's achievement of a certain performance milestone with the remaining vesting on June 15, 2019 as long as the reporting person continues to be employed by the issuer on the vesting dates.
- F6Represents shares of common stock underlying performance-based awards of restricted stock units granted to this reporting person on November 14, 2016. One half of these restricted stock units vested on June 15, 2018 (into an equal number of shares of common stock) based on the issuer's achievement of a certain performance milestone with the remaining vesting on June 15, 2019 as long as the reporting person continues to be employed by the issuer on the vesting dates
- F7Transaction represents shares of common stock withheld solely for the payment of withholding tax liability associated with the vesting of awards of restricted stock units in accordance with the time periods set forth in such awards.