Form 4 for LIVN LivaNova PLC
Accepted 2024-04-02 00:00:00 ET · period of report 2024-03-30 · accession 0001639691-24-000049 · 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 |
|---|---|---|---|---|---|---|---|---|---|---|---|
| D | 2024-04-02 | 2024-03-30 | LIVN | Bolton Stephanie | Pres, Gbl Epilepsy | M - OptEx | $0.00 | +7,744 | 13.2K | +142% | $0 |
| D | 2024-04-02 | 2024-03-30 | LIVN | Bolton Stephanie | Pres, Gbl Epilepsy | F - Tax | $55.94 | -3,643 | 9,562 | -28% | -$203.8K |
| DM | 2024-04-02 | 2024-03-30 | LIVN | Bolton Stephanie | Pres, Gbl Epilepsy | M - OptEx | $0.00 | -7,744 | 914 | -89% | $0 |
| DM | 2024-04-02 | 2024-03-30 | LIVN | Bolton Stephanie | Pres, Gbl Epilepsy | A - Grant | $0.00 | +25.5K | 4,915 | 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 | 2024-03-30 | M | A | 7,744 | $0.00 | 13,205 | D | — | — | (F1) Reporting person had vested restricted stock units (RSUs) and performance stock units (PSUs) settled in Ordinary Shares of LivaNova PLC (the Company). |
| 2 | Common | Ordinary Shares | 2024-03-30 | F | D | 3,643 | $55.94 | 9,562 | D | — | — | (F2) The referenced shares were withheld from distribution to satisfy tax liability. |
| 3 | Derivative | Restricted Stock Units | 2024-03-30 | M | D | 1,330 | $0.00 | 3,989 | D | — · — to — | 1,330 Ordinary Shares | (F7) Each RSU represents a contingent right to receive one Ordinary Share, in accordance with the terms of the LivaNova PLC 2022 Incentive Award Plan (the 2022 Plan) and the award agreement. (F8) The reporting person was granted 5,319 RSUs on March 30, 2023, subject to a four-year vesting in equal annual installments, which began on March 30, 2024. The unvested RSUs reported here vest 25% on March 30, 2025, March 30, 2026, and March 30, 2027. The RSUs are subject to forfeiture prior to vesting in accordance with the terms of the 2022 Plan and the award agreement. |
| 4 | Derivative | Restricted Stock Units | 2024-03-30 | M | D | 573 | $0.00 | 0 | D | — · — to — | 573 Ordinary Shares | (F3) Each RSU represents a contingent right to receive one Ordinary Share of the Company in accordance with the terms of the LivaNova PLC 2015 Incentive Award Plan (the 2015 Plan) and the award agreement. (F4) The reporting person was granted 2,295 RSUs on March 30, 2020, subject to a four-year vesting in equal annual installments, which began on March 30, 2021. RSUs reported here vested 25% on March 30, 2024. The RSUs were subject to forfeiture prior to vesting in accordance with the terms of the 2015 Plan and the award agreement. |
| 5 | Derivative | Performance Stock Units | 2024-03-30 | M | D | 1,706 | $0.00 | 0 | D | — · — to — | 1,706 Ordinary Shares | (F9) Each PSU represents a contingent right to receive one Ordinary Share of the Company in accordance with the terms of the 2015 Plan and the terms of the award agreement. (F10) On March 30, 2021, the reporting person received a grant of 853 PSUs. The number of PSUs that vested was the result of the Company's performance against a target related to Free Cash Flow (FCF) for fiscal year 2021 with additional two years service condition. The performance achieved was 200%, and the actual number of vested shares is presented as the quantity that was acquired. |
| 6 | Derivative | Performance Stock Units | 2024-03-30 | M | D | 1,290 | $0.00 | 0 | D | — · — to — | 1,290 Ordinary Shares | (F9) Each PSU represents a contingent right to receive one Ordinary Share of the Company in accordance with the terms of the 2015 Plan and the terms of the award agreement. (F11) On March 30, 2021, the reporting person received a grant of 853 PSUs. The number of PSUs that vested was the result of the Company's Return on Investment Capital (ROIC) for fiscal year 2021 with additional two years service condition. The performance achieved was 151.30%, and the actual number of vested shares is presented as the quantity that was acquired. |
| 7 | Derivative | Performance Stock Units | 2024-03-30 | M | D | 1,961 | $0.00 | 0 | D | — · — to — | 1,961 Ordinary Shares | (F9) Each PSU represents a contingent right to receive one Ordinary Share of the Company in accordance with the terms of the 2015 Plan and the terms of the award agreement. (F12) On March 30, 2021, the reporting person was granted 1,706 PSUs. The vesting of the PSUs depended on the Company's performance against a target of the total shareholder return (TSR) for fiscal years 2021, 2022, and 2023, compared to peer companies. The Company's performance achieved a result of 115%, and the actual number of vested shares is presented as the quantity that was acquired. |
| 8 | Derivative | Restricted Stock Units | 2024-03-30 | A | A | 4,915 | $0.00 | 4,915 | D | — · — to — | 4,915 Ordinary Shares | (F7) Each RSU represents a contingent right to receive one Ordinary Share, in accordance with the terms of the LivaNova PLC 2022 Incentive Award Plan (the 2022 Plan) and the award agreement. (F13) On March 30, 2024, reporting person was granted RSUs subject to a four-year vesting in equal annual installments, the first vesting occurring 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. |
| 9 | Derivative | Performance Stock Units | 2024-03-30 | A | A | 2,457 | $0.00 | 2,457 | D | — · — to — | 2,457 Ordinary Shares | (F14) 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. (F15) On March 30, 2024, reporting person was granted PSUs to vest or lapse on March 30, 2027 based on how the Company's FCF for performance period 2024-2026 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. |
| 10 | Derivative | Restricted Stock Units | 2024-03-30 | M | D | 427 | $0.00 | 426 | D | — · — to — | 427 Ordinary Shares | (F3) Each RSU represents a contingent right to receive one Ordinary Share of the Company in accordance with the terms of the LivaNova PLC 2015 Incentive Award Plan (the 2015 Plan) and the award agreement. (F5) The reporting person was granted 1,706 RSUs on March 30, 2021, subject to a four-year vesting in equal annual installments, which began on March 30, 2022. The remaining unvested RSUs reported here vest 25% on March 30, 2025. The RSUs are subject to forfeiture prior to vesting in accordance with the terms of the 2015 Plan and the award agreement. |
| 11 | Derivative | Restricted Stock Units | 2024-03-30 | M | D | 457 | $0.00 | 914 | D | — · — to — | 457 Ordinary Shares | (F3) Each RSU represents a contingent right to receive one Ordinary Share of the Company in accordance with the terms of the LivaNova PLC 2015 Incentive Award Plan (the 2015 Plan) and the award agreement. (F6) The reporting person was granted 1,828 RSUs on March 30, 2022, subject to a four-year vesting in equal annual installments, which began on March 30, 2023. The remaining unvested RSUs reported here vest 25% on March 30, 2025 and March 30, 2026. The RSUs are subject to forfeiture prior to vesting in accordance with the terms of the 2015 Plan and the award agreement. |
| 12 | Derivative | Stock Appreciation Rights | 2024-03-30 | A | A | 10,746 | $0.00 | 10,746 | D | $55.94 · — to — | 10,746 Ordinary Shares | (F18) On March 30, 2024, reporting person was granted stock appreciation rights (SARs) subject to a four-year vesting in equal annual installments, the first vesting occurring on March 30, 2025. The SARs are subject to forfeiture prior to vesting in accordance with the terms of the 2022 Plan and the award agreement. |
| 13 | Derivative | Performance Stock Units | 2024-03-30 | A | A | 2,457 | $0.00 | 2,457 | D | — · — to — | 2,457 Ordinary Shares | (F14) 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. (F16) On March 30, 2024, reporting person was granted PSUs to vest or lapse on March 30, 2027 based on how the Company's ROIC calculated for the performance period 2024-2026 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 | Performance Stock Units | 2024-03-30 | A | A | 4,915 | $0.00 | 4,915 | D | — · — to — | 4,915 Ordinary Shares | (F14) 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. (F17) On March 30, 2024, reporting person was granted PSUs to vest or lapse on March 30, 2027 based on the Company's TSR for the three-year period beginning on January 1, 2024 and ending December 31, 2026 relative to the TSR of an index 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. |