Bolton Stephanie 4
4 · LivaNova PLC · Filed Apr 1, 2026
Research Summary
AI-generated summary of this filing
LivaNova (LIVN) Stephanie Bolton Exercises Awards; Shares Withheld
What Happened
- Stephanie Bolton, President, Global Epilepsy at LivaNova PLC, had prior RSUs/PSUs vest/convert into company ordinary shares on March 30, 2026. The filing shows 17,815 shares resulting from conversion/exercise of derivative awards. To cover tax obligations, 8,377 shares were withheld at $61.27 per share, equal to approximately $513,259. The filing also records several disposals (reported in tranches) that correspond to the conversion/settlement process.
- On the same date Bolton received new equity awards (RSUs/PSUs) granted under the company’s incentive plans: four grants totaling 17,952 units (8,976 + 2,992 + 2,992 + 2,992). These new awards are subject to standard vesting conditions and future performance metrics where noted.
Key Details
- Transaction date: March 30, 2026; Form 4 filed April 1, 2026 (timely).
- Vested/converted: 17,815 shares (derivative exercise/conversion, code M).
- Shares withheld for tax (code F): 8,377 shares @ $61.27 = $513,259.
- New grants (code A): 17,952 RSU/PSU units granted on March 30, 2026 (subject to vesting and performance).
- Notable footnotes: performance PSUs from 3/30/2023 vested at above-target levels — examples: 118.71% (ROIC), 113.89% (rTSR) and 122.0% (cumulative FCF) where applicable — these adjustments determined the final vested share counts. Several RSU/PSU grants are subject to multi-year vesting schedules (see filing footnotes).
- Shares owned after transaction: not specified in the provided summary.
- Filing timeliness: appears timely (filed within two business days of the March 30 transaction).
Context
- These transactions are primarily compensation-related: conversion/settlement of vested RSUs/PSUs and new awards granted, not an open-market buy or sell driven by an insider decision about the stock price. The withholding of shares to satisfy taxes (code F) is a common administrative step when awards vest.
- Transaction codes: M = exercise/conversion of derivative awards; F = payment/tax withholding; A = grant/award. These indicate award settlement and standard tax withholding rather than a discretionary market sale.
Insider Transaction Report
Form 4
LivaNova PLCLIVN
Bolton Stephanie
President, Global Epilepsy
Transactions
- Exercise/Conversion
Ordinary Shares
[F1]2026-03-30+17,815→ 30,566 total - Tax Payment
Ordinary Shares
[F2]2026-03-30$61.27/sh−8,377$513,259→ 22,189 total - Exercise/Conversion
Restricted Stock Units
[F3][F4]2026-03-30−457→ 0 total→ Ordinary Shares (457 underlying) - Exercise/Conversion
Restricted Stock Units
[F3][F5]2026-03-30−1,330→ 1,329 total→ Ordinary Shares (1,330 underlying) - Exercise/Conversion
Restricted Stock Units
[F3][F6]2026-03-30−1,229→ 2,457 total→ Ordinary Shares (1,229 underlying) - Exercise/Conversion
Restricted Stock Units
[F3][F7]2026-03-30−2,343→ 4,684 total→ Ordinary Shares (2,343 underlying) - Exercise/Conversion
Performance Stock Units
[F8][F9]2026-03-30−3,243→ 0 total→ Ordinary Shares (3,243 underlying) - Exercise/Conversion
Performance Stock Units
[F8][F10]2026-03-30−3,156→ 0 total→ Ordinary Shares (3,156 underlying) - Exercise/Conversion
Performance Stock Units
[F8][F11]2026-03-30−6,057→ 0 total→ Ordinary Shares (6,057 underlying) - Award
Restricted Stock Units
[F3][F12]2026-03-30+8,976→ 8,976 total→ Ordinary Shares (8,976 underlying) - Award
Performance Stock Units
[F8][F13]2026-03-30+2,992→ 2,992 total→ Ordinary Shares (2,992 underlying) - Award
Performance Stock Units
[F8][F14]2026-03-30+2,992→ 2,992 total→ Ordinary Shares (2,992 underlying) - Award
Performance Stock Units
[F8][F15]2026-03-30+2,992→ 2,992 total→ Ordinary Shares (2,992 underlying)
Footnotes (15)
- [F1]Reporting person had vested restricted stock units (RSUs) and vested performance stock units (PSUs) settled in ordinary shares of LivaNova PLC (the Company), GBP 1.00 par value.
- [F10]On March 30, 2023, reporting person was granted PSUs to vest or lapse on March 30, 2026 based on the Company's Return on Investment Capital (ROIC) for performance period 2023-2025 compared to a target determined by the 2022 Plan Administrator. The Company has determined that 118.71% of the underlying PSUs shall vest on March 30, 2026, subject to continued service during the vesting period and the award agreement. The performance achieved was 118.71%, and the actual number of vested shares is presented as the quantity that was acquired.
- [F11]On March 30, 2023, reporting person was granted PSUs to vest or lapse on March 30, 2026 based on the Company's relative total shareholder return (rTSR) for the three-year period beginning on January 1, 2023 and ending December 31, 2025 relative to the total shareholder return of an index of companies, as determined by the 2022 Plan Administrator. The Company has determined that 113.89% of the underlying PSUs shall vest on March 30, 2026, subject to continued service during the vesting period and the award agreement. The performance achieved was 113.89%, and the actual number of vested shares is presented as the quantity that was acquired.
- [F12]On March 30, 2026, reporting person was granted RSUs subject to a three-year vesting in equal annual installments, the first vesting occurring on March 30, 2027. The RSUs are subject to forfeiture prior to vesting in accordance with the terms of the Second Amended and Restated LivaNova PLC 2022 Incentive Award Plan (the Second A&R 2022 Plan) and the award agreement.
- [F13]On March 30, 2026, reporting person was granted PSUs to vest or lapse on March 30, 2029 based on how the Company's revenue growth for the performance period 2026-2028 compares to a target determined by the Second A&R 2022 Plan Administrator. The number included in column 5 of Table II reflects the target number of PSUs eligible for vesting subject to continued service during the vesting period and the award agreement.
- [F14]On March 30, 2026, reporting person was granted PSUs to vest or lapse on March 30, 2029 based on the Company's relative total shareholder return (rTSR) for the three-year period beginning on January 1, 2026 and ending December 31, 2028 relative to the total shareholder return of an index of companies, as determined by the Second A&R 2022 Plan Administrator. The number included in column 5 of Table II reflects the target number of PSUs eligible for vesting subject to continued service during the vesting period and the award agreement.
- [F15]On March 30, 2026, reporting person was granted PSUs to vest or lapse on March 30, 2029 based on how the Company's adjusted earnings per share (EPS) for the performance period 2026-2028 compares to a target determined by the Second A&R 2022 Plan Administrator. The number included in column 5 of Table II reflects the target number of PSUs eligible for vesting subject to continued service during the vesting period and the award agreement.
- [F2]Shares withheld to satisfy tax liability.
- [F3]Each RSU represents a contingent right to receive one ordinary share of the Company in accordance with the terms of the applicable Company incentive award plan identified in the footnote for such grant and the award agreement.
- [F4]On March 30, 2022, reporting person was granted RSUs subject to a four-year vesting in equal annual installments, the first vesting having occurred on March 30, 2023. The RSUs are subject to forfeiture prior to vesting in accordance with the terms of the Company's 2015 Incentive Award Plan (the 2015 Plan) and the award agreement.
- [F5]On March 30, 2023, reporting person was granted RSUs subject to a four-year vesting in equal annual installments, the first vesting having occurred on March 30, 2024. The RSUs are subject to forfeiture prior to vesting in accordance with the terms of the Company's 2022 Incentive Award Plan (the 2022 Plan) and the award agreement.
- [F6]On March 30, 2024, reporting person was granted RSUs subject to a four-year vesting in equal annual installments, the first vesting having occurred on March 30, 2025. The RSUs are subject to forfeiture prior to vesting in accordance with the terms of the 2022 Plan and the award agreement.
- [F7]On March 30, 2025, reporting person was granted RSUs subject to a three-year vesting in equal annual installments, the first vesting occurring on March 30, 2026. The RSUs are subject to forfeiture prior to vesting in accordance with the terms of the First Amended and Restated LivaNova PLC 2022 Incentive Award Plan (the First A&R 2022 Plan) and the award agreement.
- [F8]Each PSU represents a contingent right to receive one ordinary share of the Company in accordance with the terms of the applicable Company incentive award plan identified in the footnote for such grant and the award agreement.
- [F9]On March 30, 2023, reporting person was granted PSUs to vest or lapse on March 30, 2026 based on the Company's cumulative free cash flow (FCF) for performance period 2023-2025 compared to a target determined by the 2022 Plan Administrator. The Company has determined that 122.0% of the underlying PSUs shall vest on March 30, 2026, subject to continued service during the vesting period and the award agreement. The performance achieved was 122.0%, and the actual number of vested shares is presented as the quantity that was acquired.
Signature
/s/ Sarah K. Mohr, Attorney-in-Fact|2026-04-01