SEC Form 4 · accession 0001410442-17-000008

ICU MEDICAL INC/DE · ICUI

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

Reporting owner

Vivek Jain

Officer — Chairman and CEO · Director

Period of report

Jul 7, 2017

Accepted (ET)

Jul 11, 2017 · 8:03 pm EDT

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0000883984

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I
Common Stock	Jul 7, 2017	X	69,014	$58.79	A	110,925	D
Common Stock^F1	Jul 7, 2017	S	40,046	$170.5273	D	70,879	D
Common Stock^F2	Jul 7, 2017	S	19,114	$171.2198	D	51,765	D
Common Stock^F3	Jul 7, 2017	S	9,854	$173.2203	D	41,911	D
Common Stock	Jul 10, 2017	X	3,704	$58.79	A	45,615	D
Common Stock^F4	Jul 10, 2017	S	3,704	$171.00	D	41,911	D
Common Stock	Jul 11, 2017	X	27,282	$58.79	A	69,193	D
Common Stock^F4	Jul 11, 2017	S	27,282	$170.00	D	41,911	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)^F6,F5	$58.79	Jul 7, 2017	X	69,014	D	—	Feb 24, 2024	Common Stock	69,014	613,352	D
Non-Qualified Stock Option (right to buy)^F6,F5	$58.79	Jul 10, 2017	X	3,704	D	—	Feb 24, 2024	Common Stock	3,704	609,648	D
Non-Qualified Stock Option (right to buy)^F6,F5	$58.79	Jul 11, 2017	X	27,282	D	—	Feb 24, 2024	Common Stock	27,282	582,366	D

Explanation of responses

F1The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $170.00 to $170.95, inclusive. The reporting person undertakes to provide ICU Medical, Inc., any security holder of ICU Medical, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this Form 4.
F2The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $171.00 to $171.75, inclusive. The reporting person undertakes to provide ICU Medical, Inc., any security holder of ICU Medical, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this Form 4.
F3The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $172.50 to $173.35, inclusive. The reporting person undertakes to provide ICU Medical, Inc., any security holder of ICU Medical, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this Form 4.
F4All shares sold were sold at the exact price disclosed.
F5Twenty-five percent of the shares shall vest on each of the first, second,third, and fourth anniversaries of the vesting commencement date of February 13, 2014. Fifty percent of the vested shares shall become exercisable if, during the term of the option, the closing price of the Company's common stock is equal to or more than one-hundred and twenty-five percent of the exercise price per share for thirty consecutive trading days. The remaining fifty percent of the vested shares shall become exercisable if, after the date of award and on or before the expiration date, the closing price of the Company's common stock is equal to or more than one-hundred and fifty percent of eh exercise price for 30 consecutive trading days.
F6Transaction is the exercise of a derivative security; see Column 2.