SEC Form 4 · accession 0001225208-17-005155

BOSTON SCIENTIFIC CORP · BSX

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

Reporting owner

Michael P. Phalen

Officer — EVP & President, MedSurg

Period of report

Feb 28, 2017

Accepted (ET)

Mar 1, 2017 · 8:56 pm EST

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0000885725

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Common Stock^F1,F2	Feb 28, 2017	A	34,402	$0.00	A	146,265	D
Common Stock^F3,F2	Feb 28, 2017	M	5,413	$0.00	A	151,678	D
Common Stock^F2	Feb 28, 2017	F	17,214	$24.55	D	134,464	D
Common Stock^F4	holding	—	—		—	2,422	I	By 401(k)

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Deferred Stock Units^F6,F3,F5	—	Feb 28, 2017	M	5,413	D	—	—	Common Stock	5,413	5,413	D
Deferred Stock Units^F3,F7	—	Feb 28, 2017	A	12,219	A	—	Feb 28, 2022	Common Stock	12,219	12,219	D
Performance Share Units^F9,F8	—	Feb 28, 2017	A	14,059	A	Dec 31, 2018	Dec 31, 2018	Common Stock	14,059	14,059	D
Stock Option (Right to Buy)^F10	$24.55	Feb 28, 2017	A	39,525	A	—	Feb 28, 2027	Common Stock	39,525	39,525	D

Explanation of responses

F1On February 24, 2014, the reporting person was awarded a target number of performance share units under the Company's 2014 Total Shareholder Return Performance Share Program, the actual number of which to be earned by the reporting person was based on the Company's total shareholder return performance percentile relative to that of the other companies in the S&P 500 Healthcare Index over the three annual performance cycles comprising the three-year period ended December 31, 2016 and was subject to the completion of the concurrent three-year individual service period. On February 28, 2017, the number of the target performance share units as to which the performance criteria had been satisfied was determined and the individual service period was satisfied.
F10Grant to the reporting person of an option to purchase a specified number of shares of common stock vesting in four equal annual installments beginning on February 28, 2018, the first anniversary of the date of grant.
F2Includes shares acquired under the Boston Scientific Global Employee Stock Purchase Plan based upon the most current data available.
F3Each deferred stock unit represents the Company's commitment to issue one share of Boston Scientific common stock.
F4Balance reflects the most current data available with regard to share holdings in the Company's 401(k) Retirement Savings Plan.
F5Shares of common stock will be issued to the reporting person in five equal annual installments beginning on February 28, 2014, the first anniversary of the date of grant.
F6Reflects multiple DSU awards with independent vesting schedules.
F7Shares of common stock will be issued to the reporting person in five equal annual installments beginning on February 28, 2018, the first anniversary of the date of grant.
F8Each performance share unit represents the Company's commitment to issue one share of Boston Scientific common stock.
F9On February 22, 2016, the reporting person was awarded a target number of performance share units under the Company's 2016 Free Cash Flow Performance Share Program, the actual number of which to be earned by the reporting person based on the Company's 2016 adjusted free cash flow measured against its 2016 financial plan over the one-year performance period ending December 31, 2016 and subject to the completion of a three-year individual service period (inclusive of the performance period). On February 28, 2017, the number of the target performance share units as to which the performance criteria had been satisfied was determined. The performance share units so determined will vest in whole upon the completion of the individual service period that ends on December 31, 2018.