SEC Form 4 · accession 0001209191-19-007895
TRANSENTERIX INC. · TRXC
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Todd Pope
Officer — President and CEO · Director
Period of report
Feb 4, 2019
Accepted (ET)
Feb 6, 2019 · 8:02 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000876378
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Feb 4, 2019 | M | 286,778 | $0.00 | A | 939,277 | D | |
| Common Stock | Feb 4, 2019 | F | 86,861 | $2.57 | D | 852,416 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock OptionF2 | $2.47 | Feb 6, 2019 | A | 920,000 | A | — | Feb 6, 2029 | Common Stock | 920,000 | 920,000 | D |
| Restricted Stock UnitsF3,F4 | — | Feb 6, 2019 | A | 613,000 | A | — | — | Common Stock | 613,000 | 613,000 | D |
| Restricted Stock UnitsF3,F5 | — | Feb 4, 2019 | M | 89,556 | D | — | — | Common Stock | 89,556 | 179,111 | D |
| Restricted Stock UnitsF3,F5 | — | Feb 4, 2019 | M | 104,000 | D | — | — | Common Stock | 104,000 | 208,000 | D |
| Restricted Stock UnitsF3,F5 | — | Feb 4, 2019 | M | 52,667 | D | — | — | Common Stock | 52,667 | 52,666 | D |
| Restricted Stock UnitsF3,F5 | — | Feb 4, 2019 | M | 40,555 | D | — | — | Common Stock | 40,555 | 0 | D |
Explanation of responses
- F1This transaction represents the payment of a tax liability on the lapse of forfeiture restrictions on a derivative security and acquisition of the underlying shares.
- F2Vests 25% on the first anniversary of the date of grant and 1/48th of the entire award monthly on the vesting date anniversary for 36 months, subject to acceleration as set forth in the Incentive Plan and the Reporting Person's Employment Agreement with the Company.
- F3Each restricted stock unit represents the right to receive one share of the Registrant's common stock.
- F4Forfeiture restrictions will lapse on the restricted stock units in three substantially equal annual installments of 204,334, 204,333 and 204,333 on February 4, 2020, 2021 and 2022 as long as the Reporting Person remains in the employ of the Registrant, subject to acceleration as set forth in the Incentive Plan and the Reporting Person's Employment Agreement with the Company.
- F5Forfeiture restrictions will lapse as to 1/3rd of the restricted stock units on February 4 of each of the first three years following the date of grant, as long as the Reporting Person remains in the employ of the Registrant, subject to acceleration as set forth in the Incentive Plan and the Reporting Person's Employment Agreement with the Company.