Christopher M. Smith - May 27, 2022 Form 4 Insider Report for Ortho Clinical Diagnostics Holdings plc (OCDX)

Signature
/s/ Michael A. Schlesinger, Attorney-in-Fact
Stock symbol
OCDX
Transactions as of
May 27, 2022
Transactions value $
$0
Form type
4
Date filed
6/1/2022, 04:15 PM
Previous filing
Jan 5, 2022
Next filing
Jun 8, 2022

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction OCDX Ordinary Shares, $0.00001 par value Disposed to Issuer -367K -100% 0 May 27, 2022 Direct F1

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Underlying Class Amount Exercise Price Ownership Footnotes
transaction OCDX Stock Option Disposed to Issuer -1.97M -100% 0 May 27, 2022 Ordinary Shares, $0.00001 par value 1.97M $12.56 Direct F2
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Christopher M. Smith is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id Content
F1 Pursuant to the Business Combination Agreement, dated December 22, 2021 (the "BCA"), by and among Coronado Topco, Inc. ("Coronado Topco"), Laguna Merger Sub, Inc., Orca Holdco, Inc., Orca Holdco 2, Inc., Quidel Corporation and the Issuer, the Issuer became a wholly owned subsidiary of Coronado Topco upon consummation of the business combinations (the "Effective Time"). At the Effective Time, each of the Issuer's ordinary shares was automatically converted into the right to receive (i) 0.1055 shares of common stock of Coronado Topco and (ii) $7.14 in cash.
F2 At the Effective Time, each stock option, whether vested or unvested, was converted into (a) a Coronado Topco stock option on the same terms and conditions as were applicable to such stock option immediately prior to the Effective Time, except as adjusted by the BCA, (b) with respect to the portion of such stock option that is vested as of the Effective Time, the right to receive payment, in cash, equal to the cash consideration payable in respect of the Issuer's securities subject to the vested portion of such stock option and (c) with respect to the portion of such stock option that is not vested as of the Effective Time, the right to receive payment, in cash, equal to the cash consideration payable in respect of the Issuer's securities subject to the unvested portion of such stock option when it vests in accordance with its terms.