SEC Form 4 · accession 0000899243-17-008507

CYNOSURE INC · CYNO

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

Reporting owner

Officer — Chief Financial Officer

Period of report

Mar 22, 2017

Accepted (ET)

Mar 24, 2017 · 4:32 pm EDT

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0000885306

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Class A Common Stock^F1	Mar 22, 2017	A	23,180	—	A	23,180	D
Class A Common Stock^F1	Mar 22, 2017	D	23,180	—	D	0	D

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Restricted Stock Units^F3,F2	—	Mar 22, 2017	D	10,000	D	—	Oct 10, 2026	Class A Common Stock	10,000	0	D
Restricted Stock Units^F3,F2	—	Mar 22, 2017	D	9,483	D	—	Feb 8, 2027	Class A Common Stock	9,483	0	D

F1Represents unvested performance-based share units that became vested and were converted in the Merger (all terms capitalized but not defined shall have the meaning given to them in that certain Agreement and Plan of Merger, dated as of February 14, 2017, by and among Hologic, Inc., Minuteman Merger Sub, Inc. and Cynosure, Inc. (the "Merger Agreement")) into the right to receive $66.00 per share, net to the seller in cash, without interest, less any required withholding taxes (the "Merger Consideration"). Pursuant to the terms of the Merger Agreement, each outstanding and unvested performance-based share unit as of immediately prior to the Effective Time vested with respect to the maximum number of shares that could be earned thereunder and was automatically canceled and converted into the right to receive the Merger Consideration for each underlying share.
F2Each restricted stock unit represents a contingent right to receive one share of Cynosure, Inc.'s common stock.
F3Pursuant to the terms of the Merger Agreement, each outstanding and unvested restricted stock unit as of immediately prior to the Effective Time vested in full and was automatically canceled and converted into the right to receive the Merger Consideration for each underlying share.