4//SEC Filing
Louw Johannes Wynand 4
Accession 0001100441-19-000017
CIK 0001100441other
Filed
Mar 11, 8:00 PM ET
Accepted
Mar 12, 11:54 AM ET
Size
26.8 KB
Accession
0001100441-19-000017
Insider Transaction Report
Form 4
Louw Johannes Wynand
Interim CFO
Transactions
- Disposition to Issuer
Common Stock
2019-03-08−39,359→ 0 total - Disposition to Issuer
Option ot purchase Common Stock
2019-03-08$2.69/sh−2,000$5,380→ 0 totalExercise: $2.69From: 2019-03-08Exp: 2021-02-28→ Common Stock (2,000 underlying) - Disposition to Issuer
Option to purchase Common Stock
2019-03-08$3.60/sh−15,000$54,000→ 0 totalExercise: $3.60From: 2019-03-08Exp: 2023-02-25→ Common Stock (15,000 underlying) - Disposition to Issuer
Option to purchase Common Stock
2019-03-08$4.60/sh−26,432$121,587→ 0 totalExercise: $4.60Exp: 2027-05-03→ Common Stock (26,432 underlying) - Disposition to Issuer
Option to purchase Common Stock
2019-03-08$4.26/sh−12,376$52,722→ 0 totalExercise: $4.26Exp: 2028-11-29→ Common Stock (12,376 underlying) - Disposition to Issuer
Option to purchase Common Stock
2019-03-08$4.02/sh−6,000$24,120→ 0 totalExercise: $4.02From: 2019-03-08Exp: 2022-02-09→ Common Stock (6,000 underlying) - Disposition to Issuer
Option to purchase Common Stock
2019-03-08$3.78/sh−20,000$75,600→ 0 totalExercise: $3.78From: 2019-03-08Exp: 2024-02-25→ Common Stock (20,000 underlying) - Disposition to Issuer
Option to purchase Common Stcok
2019-03-08$5.23/sh−20,000$104,600→ 0 totalExercise: $5.23Exp: 2025-02-17→ Common Stock (20,000 underlying) - Disposition to Issuer
Option to purchase Common Stock
2019-03-08$3.31/sh−19,355$64,065→ 0 totalExercise: $3.31Exp: 2026-02-24→ Common Stock (19,355 underlying) - Disposition to Issuer
Option to purchase Common Stock
2019-03-08$4.25/sh−20,500$87,125→ 0 totalExercise: $4.25Exp: 2028-02-29→ Common Stock (20,500 underlying)
Footnotes (8)
- [F1]On March 8, 2019, pursuant to the Master Transaction Agreement, by and among the Issuer, RTI Surgical, Inc., a Delaware corporation ("Old RTI"), PS Spine Holdco, LLC, a Delaware limited liability company (the "Member"), and Bears Merger Sub, Inc., a Delaware corporation (the "Merger Sub"): (a) the Merger Sub merged with and into Old RTI, with Old RTI surviving as a wholly-owned subsidiary of the Issuer (the "Merger"); (b) the Member contributed all of the issued and outstanding membership interests of Paradigm Spine, LLC, a Delaware limited liability company and wholly owned subsidiary of the Member, to the Issuer; and (c) the Issuer was renamed "RTI Surgical Holdings, Inc."
- [F2]Pursuant to the Master Transaction Agreement, at the effective time of the Merger: (a) each issued and outstanding share of common stock of Old RTI converted automatically into one share of the Issuer's common stock; (b) each issued and outstanding share of Series A Convertible Preferred Stock of Old RTI converted automatically into one share of the Issuer's Series A Convertible Preferred Stock; and (c) each stock option and restricted stock award granted by Old RTI converted into a stock option or restricted stock award, as applicable, of the Issuer with respect to an equivalent number of shares of the Issuer's common stock on the same terms and conditions as were applicable prior to the Closing. This report reflects the beneficial ownership of the reporting person at the time of the consummation of the Merger and does not include the securities of the Issuer acquired by the reporting person upon the consummation of the Merger.
- [F3]Total includes 29,909 shares of restricted stock that will vest on; 4,348 shares will vest on both 5/03/2019 and 5/03/2020, 3,100 shares will vest on both 2/29/2020 and 2/28/2021, 1,957 shares will vest on 11/29/2019 and 1,956 shares will vest on both 11/29/2020 and 11/29/2021, 3,048 shares will vest on 2/26/2020, 2/26/2021 and 2/26/2022.
- [F4]Total includes 16,000 exercisable options and 4,000 that will become exercisable on 2/17/2020.
- [F5]Total includes 11,613 exercisable options and 3,871 options will become exercisable on both 2/24/2020 and 2/24/2021.
- [F6]Total includes 5,287 exercisable options and 5,287 will become exercisable on 5/3/2019 and 5,286 will become exercisable on each 5/03/2020, 05/03/2021 and 05/03/2022.
- [F7]Total includes 4,100 exercisable options and 4,100 options will become exercisable on each of 2/29/2020, 2/28/2021, 2/28/2022 and 2/28/2023.
- [F8]This option will become exercisable as to 2,475 shares on each of 11/29/2019, 11/29/2020, 11/29/2021, 11/29/2022 and 2,476 shares on 11/29/2023.
Documents
Issuer
RTI SURGICAL, INC.
CIK 0001100441
Entity typeother
Related Parties
1- filerCIK 0001692544
Filing Metadata
- Form type
- 4
- Filed
- Mar 11, 8:00 PM ET
- Accepted
- Mar 12, 11:54 AM ET
- Size
- 26.8 KB