Form 4 for LIVN LivaNova PLC
Accepted 2023-04-03 00:00:00 ET · period of report 2023-03-30 · accession 0001639691-23-000029 · SEC index · Original document
Summary rows
Aggregated the way they appear in lists: one row per insider, transaction code and security table.
| X | Filed | Traded | Ticker | Insider | Title | Type | Price | Qty | Owned | ΔOwn | Value |
|---|---|---|---|---|---|---|---|---|---|---|---|
| DM | 2023-04-03 | 2023-03-30 | LIVN | McDonald Damien | CEO, Dir | F - Tax | $42.71 | -10.1K | 111.6K | -8% | -$431.9K |
| DM | 2023-04-03 | 2023-03-30 | LIVN | McDonald Damien | CEO, Dir | M - OptEx | $0.00 | +21.5K | 116.2K | +23% | $0 |
| DM | 2023-04-03 | 2023-03-30 | LIVN | McDonald Damien | CEO, Dir | M - OptEx | $0.00 | -21.5K | 0 | -100% | $0 |
| DM | 2023-04-03 | 2023-03-30 | LIVN | McDonald Damien | CEO, Dir | A - Grant | $0.00 | +196.9K | 38.4K | New | $0 |
Purchase Sale Sale after option exercise All abbreviations
Every reported transaction
| # | Table | Security | Date | Code | A/D | Shares | Price | Owned after | Own | Exercise / expiry | Underlying | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 1 | Common | Ordinary Shares | 2023-03-30 | F | D | 1,511 | $42.71 | 104,371 | D | — | — | (F2) The referenced shares were withheld from distribution at the request of reporting person to satisfy tax liability. |
| 2 | Common | Ordinary Shares | 2023-03-30 | M | A | 8,607 | $0.00 | 112,978 | D | — | — | (F1) Reporting person had vested restricted stock units (RSUs) settled in ordinary shares of LivaNova PLC (the Company), GBP 1.00 par value. |
| 3 | Common | Ordinary Shares | 2023-03-30 | F | D | 4,046 | $42.71 | 108,932 | D | — | — | (F2) The referenced shares were withheld from distribution at the request of reporting person to satisfy tax liability. |
| 4 | Common | Ordinary Shares | 2023-03-30 | F | D | 2,149 | $42.71 | 114,067 | D | — | — | (F2) The referenced shares were withheld from distribution at the request of reporting person to satisfy tax liability. |
| 5 | Common | Ordinary Shares | 2023-03-30 | F | D | 2,406 | $42.71 | 111,645 | D | — | — | (F2) The referenced shares were withheld from distribution at the request of reporting person to satisfy tax liability. |
| 6 | Common | Ordinary Shares | 2023-03-30 | M | A | 3,213 | $0.00 | 105,882 | D | — | — | (F1) Reporting person had vested restricted stock units (RSUs) settled in ordinary shares of LivaNova PLC (the Company), GBP 1.00 par value. |
| 7 | Common | Ordinary Shares | 2023-03-30 | M | A | 5,119 | $0.00 | 114,051 | D | — | — | (F1) Reporting person had vested restricted stock units (RSUs) settled in ordinary shares of LivaNova PLC (the Company), GBP 1.00 par value. |
| 8 | Common | Ordinary Shares | 2023-03-30 | M | A | 4,571 | $0.00 | 116,216 | D | — | — | (F1) Reporting person had vested restricted stock units (RSUs) settled in ordinary shares of LivaNova PLC (the Company), GBP 1.00 par value. |
| 9 | Derivative | Restricted Stock Units | 2023-03-30 | M | D | 8,607 | $0.00 | 8,606 | D | — · — to — | 8,607 Ordinary Shares | (F5) This number reflects the number of derivative securities beneficially owned following reported transaction for this specific grant. (F3) Each RSU represents a contingent right to receive one ordinary share of the Company, GBP 1.00 par value, in accordance with the terms of the LivaNova PLC 2015 Incentive Award Plan (the Plan) and the award agreement. (F6) On March 30, 2020, reporting person was granted RSUs subject to a four-year vesting schedule, the first vesting for which occurred on March 30, 2021. The RSUs are subject to forfeiture prior to vesting in accordance with the terms of the Plan and the award agreement. |
| 10 | Derivative | Stock Appreciation Rights | 2023-03-30 | A | A | 81,613 | $0.00 | 81,613 | D | $42.71 · — to — | 81,613 Ordinary Shares | (F15) On March 30, 2023, reporting person was granted stock appreciation rights (SARs) subject to a four-year vesting schedule, the first vesting occurring on March 30, 2024. The SARs are subject to forfeiture prior to vesting in accordance with the terms of the 2022 Plan and the award agreement. |
| 11 | Derivative | Performance Stock Units | 2023-03-30 | A | A | 38,416 | $0.00 | 38,416 | D | — · — to — | 38,416 Ordinary Shares | (F11) Each performance stock unit (PSU) represents a contingent right to receive one ordinary share of the Company in accordance with the terms of the 2022 Plan and the award agreement. (F14) On March 30, 2023, reporting person was granted PSUs to vest or lapse on March 30, 2026 based on the the Company's total shareholder return (TSR) for the three-year period beginning on January 1, 2023 and ending December 31, 2025 relative to the total shareholder return of a peer group of companies, as determined by the 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. |
| 12 | Derivative | Performance Stock Units | 2023-03-30 | A | A | 19,208 | $0.00 | 19,208 | D | — · — to — | 19,208 Ordinary Shares | (F11) Each performance stock unit (PSU) represents a contingent right to receive one ordinary share of the Company in accordance with the terms of the 2022 Plan and the award agreement. (F13) On March 30, 2023, reporting person was granted PSUs to vest or lapse on March 30, 2026 based on how the Company's Return on Investment Capital (ROIC) calculated for the performance period 2023-2025 compares to a target determined by the 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. |
| 13 | Derivative | Performance Stock Units | 2023-03-30 | A | A | 19,208 | $0.00 | 19,208 | D | — · — to — | 19,208 Ordinary Shares | (F11) Each performance stock unit (PSU) represents a contingent right to receive one ordinary share of the Company in accordance with the terms of the 2022 Plan and the award agreement. (F12) On March 30, 2023, reporting person was granted PSUs to vest or lapse on March 30, 2026 based on how the Company's free cash flow (FCF) for performance period 2023-2025 compares to a target determined by the 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. |
| 14 | Derivative | Restricted Stock Units | 2023-03-30 | A | A | 38,416 | $0.00 | 38,416 | D | — · — to — | 38,416 Ordinary Shares | (F9) Each RSU represents a contingent right to receive one ordinary share of the Company, GBP 1.00 par value, in accordance with the terms of the LivaNova PLC 2022 Incentive Award Plan (the 2022 Plan) and the award agreement. (F10) On March 30, 2023, reporting person was granted RSUs subject to a four-year vesting schedule, the first vesting occurring on March 30, 2024. The RSUs are subject to forfeiture prior to vesting in accordance with the terms of the 2022 Plan and the award agreement. |
| 15 | Derivative | Restricted Stock Units | 2023-03-30 | M | D | 4,571 | $0.00 | 13,712 | D | — · — to — | 4,571 Ordinary Shares | (F5) This number reflects the number of derivative securities beneficially owned following reported transaction for this specific grant. (F3) Each RSU represents a contingent right to receive one ordinary share of the Company, GBP 1.00 par value, in accordance with the terms of the LivaNova PLC 2015 Incentive Award Plan (the Plan) and the award agreement. (F8) On March 30, 2022, reporting person was granted RSUs subject to a four-year vesting schedule, the first vesting for which occurred on March 30, 2023. The RSUs are subject to forfeiture prior to vesting in accordance with the terms of the Plan and the award agreement. |
| 16 | Derivative | Restricted Stock Units | 2023-03-30 | M | D | 5,119 | $0.00 | 10,238 | D | — · — to — | 5,119 Ordinary Shares | (F5) This number reflects the number of derivative securities beneficially owned following reported transaction for this specific grant. (F3) Each RSU represents a contingent right to receive one ordinary share of the Company, GBP 1.00 par value, in accordance with the terms of the LivaNova PLC 2015 Incentive Award Plan (the Plan) and the award agreement. (F7) On March 30, 2021, reporting person was granted RSUs subject to a four-year vesting schedule, the first vesting for which occurred on March 30, 2022. The RSUs are subject to forfeiture prior to vesting in accordance with the terms of the Plan and the award agreement. |
| 17 | Derivative | Restricted Stock Units | 2023-03-30 | M | D | 3,213 | $0.00 | 0 | D | — · — to — | 3,213 Ordinary Shares | (F5) This number reflects the number of derivative securities beneficially owned following reported transaction for this specific grant. (F3) Each RSU represents a contingent right to receive one ordinary share of the Company, GBP 1.00 par value, in accordance with the terms of the LivaNova PLC 2015 Incentive Award Plan (the Plan) and the award agreement. (F4) On March 30, 2019, reporting person was granted RSUs subject to a four-year vesting schedule, the first vesting for which occurred on March 30, 2020. The RSUs are subject to forfeiture prior to vesting in accordance with the terms of the Plan and the award agreement. |