SEC Form 4 · accession 0001209191-17-044662
Orthofix Medical Inc. · OFIX
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Raymond Fujikawa
Officer — President Spine Fixation
Period of report
Jul 3, 2017
Accepted (ET)
Jul 10, 2017 · 6:04 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000884624
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Jul 3, 2017 | A | 2,440 | $0.00 | A | 37,448 | D |
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 | $46.10 | Jul 3, 2017 | A | 8,516 | A | — | Jul 3, 2027 | Common Stock | 8,516 | 8,516 | D |
| Performance Share UnitsF3 | $0.00 | Jul 3, 2017 | A | 4,881 | A | — | Jul 3, 2020 | Common Stock | 4,881 | 4,881 | D |
Explanation of responses
- F1Represents time-based vesting restricted stock that vests in 25% increments on the first, second, third and fourth anniversaries of the grant date, July 3, 2017.
- F2These stock options vest in 25% increments on the first, second, third and fourth anniversaries of the grant date, July 3, 2017.
- F3Represents market-based vesting performance stock units ("PSUs") that will settle as common stock on a one-for-one basis. The performance period of the grant is defined as July 3, 2017 to July 3, 2020. The PSUs will vest based on the percentile rank of the Company's total shareholder return ("TSR") over the performance period in relation to the TSR of the specified index companies. The index companies are based upon the companies included within the S&P Healthcare Select Sector index as of July 3, 2017, the grant date. In the event that the Company's TSR ranks at the 75th percentile or greater for the performance period, 200% of the PSUs will vest. In the event that the Company's TSR ranks between the 50th percentile and the 75th percentile, 100-200% of the PSUs will vest and 50-100% of the PSUs will vest if the Company's TSR ranks between the 25th percentile and 50th percentile. No PSUs will vest if the Company ranks below the 25th percentile.