4//SEC Filing
Varela John N 4
Accession 0001760173-19-000031
CIK 0001760173other
Filed
Mar 11, 8:00 PM ET
Accepted
Mar 12, 11:09 AM ET
Size
18.0 KB
Accession
0001760173-19-000031
Insider Transaction Report
Form 4
Varela John N
EVP Global Operations
Transactions
- Award
Option to purchase Common Stock
2019-03-08$4.26/sh+20,000$85,200→ 20,000 totalExercise: $4.26Exp: 2024-07-14→ Common Stock (20,000 underlying) - Award
Option to purchase Common Stock
2019-03-08$4.60/sh+48,458$222,907→ 48,458 totalExercise: $4.60Exp: 2027-05-03→ Common Stock (48,458 underlying) - Award
Option to purchase Common Stock
2019-03-08$4.25/sh+43,700$185,725→ 43,700 totalExercise: $4.25Exp: 2028-02-28→ Common Stock (43,700 underlying) - Award
Common Stock
2019-03-08+83,633→ 83,633 total - Award
Option to purchase Common Stock
2019-03-08$3.31/sh+38,710$128,130→ 38,710 totalExercise: $3.31Exp: 2026-02-24→ Common Stock (38,710 underlying) - Award
Option to purchase Common Stock
2019-03-08$5.23/sh+30,000$156,900→ 30,000 totalExercise: $5.23Exp: 2025-02-17→ Common Stock (30,000 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 29,208 shares of restricted stock that will vest on; 7,971 shares will vest on both 5/03/2019 and 5/03/2020, 6,633 shares will vest on both 2/29/2020 and 2/28/2021.
- [F4]Total includes 16,000 exercisable options and 4,000 options that become exercisable on 7/14/2019.
- [F5]Total includes 24,000 exercisable options and 6,000 that will become exercisable on 2/17/2020.
- [F6]Total includes 23,226 exercisable options and 7,742 will become exercisable on both 2/24/2020 and 2/24/2021.
- [F7]Total includes 9,692 exercisable options and 9,692 will become exercisable on both 5/03/2019 and 5/03/2020, and 9,691 on both 5/03/2021 and 05/03/2022.
- [F8]Total includes 8,740 exercisable options and 8,740 will become exercisable on each of 2/29/2020, 2/28/2021, 2/28/2022 and 2/28/2023.
Documents
Issuer
RTI Surgical Holdings, Inc.
CIK 0001760173
Entity typeother
Related Parties
1- filerCIK 0001635021
Filing Metadata
- Form type
- 4
- Filed
- Mar 11, 8:00 PM ET
- Accepted
- Mar 12, 11:09 AM ET
- Size
- 18.0 KB