Makatsaria Vladimir 4

What Happened
Vladimir Makatsaria, CEO of LivaNova PLC, had vested restricted stock units (RSUs) settle into 21,042 ordinary shares on March 30, 2026. To satisfy tax withholding, 11,159 of those shares were transferred/sold at $61.27 per share for approximately $683,712. At the same time he was granted time‑based RSUs (52,227 units) and performance stock units (three PSU tranches of 17,409 each, target total 52,227 PSUs) — an aggregate of 104,454 new equity units that vest subject to the plan terms and performance/service conditions.

Key Details

• Date: March 30, 2026 (Form 4 filed April 1, 2026 — timely).
• Settled/Converted: 21,042 RSUs → 21,042 shares (exercise/conversion, code M; $0 exercise price because these were RSU settlements).
• Tax withholding (code F): 11,159 shares withheld/sold at $61.27 each = $683,712.
• New awards (code A): 52,227 time‑based RSUs (three‑year vesting; first vesting Mar 30, 2027) and 3 PSU tranches of 17,409 each (target total 52,227 PSUs) that vest or lapse on Mar 30, 2029 based on performance metrics (EPS, revenue growth, rTSR) for 2026–2028.
• Shares owned after the transactions: not specified in the provided excerpt of the filing.
• Notable footnotes: F1–F9 describe RSU/PSU mechanics, vesting schedules, and that the PSU counts shown are target amounts subject to future performance. F2 indicates shares were withheld to satisfy tax liability.
• Transaction codes: M = option/derivative exercise or conversion (RSU settlement); F = payment of exercise price/tax liability (share withholding); A = grant/award.

Context and investor takeaways

• The zero‑price settlements reflect RSU conversions into shares (compensation vesting), not an out‑of‑pocket stock purchase. The withholding of shares for taxes is a routine, cashless net settlement of tax obligations and should not be read as a voluntary open‑market sale.
• The PSUs are performance‑based awards with target unit counts; actual shares delivered will depend on future performance and continued service through the vesting period.
• No open‑market purchases by the insider were reported; the only shares "disposed" were withheld for taxes.