Jennifer N. Pritzker - 20 Sep 2022 Form 4 Insider Report for ORTHOPEDIATRICS CORP (KIDS)

Role
10%+ Owner
Signature
/s/ Jennifer N. Pritzker
Issuer symbol
KIDS
Transactions as of
20 Sep 2022
Net transactions value
+$458
Form type
4
Filing time
22 Sep 2022, 07:29:32 UTC
Previous filing
15 Aug 2022
Next filing
08 Mar 2023
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction KIDS Common Stock Exercise of in-the-money or at-the-money derivative security $458 +1,525,000 +28% $0.000300* 6,901,764 20 Sep 2022 See footnote F1
holding KIDS Common Stock 10,900 20 Sep 2022 Direct
holding KIDS Common Stock 1,300 20 Sep 2022 See footnote F2
holding KIDS Common Stock 1,300 20 Sep 2022 See footnote F3
holding KIDS Common Stock 707 20 Sep 2022 See footnote F4
holding KIDS Common Stock 500 20 Sep 2022 See footnote F5

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 KIDS Warrants (right to buy) Exercise of in-the-money or at-the-money derivative security $0 +1,525,000 $0.000000* 0 20 Sep 2022 Common Stock 1,525,000 $0.000300 See footnote F1, F6
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 These securities are held directly by Squadron Capital LLC ("Squadron"), a manager-managed limited liability company. As one of two members of the Managing Committee of Squadron, the reporting person may be deemed to be the beneficial owner of these securities. The reporting person expressly disclaims beneficial ownership of these securities, except to the extent of her pecuniary interest therein.
F2 These shares are held by the Tawani Foundation. As the sole member of the Tawani Foundation, the reporting person may be deemed to be the beneficial owner of these shares. The reporting person expressly disclaims beneficial ownership of these shares, except to the extent of her pecuniary interest therein.
F3 These shares are held by the Pritzker Military Foundation. As the sole member of the Pritzker Military Foundation, the reporting person may be deemed to be the beneficial owner of these shares. The reporting person expressly disclaims beneficial ownership of these shares, except to the extent of her pecuniary interest therein.
F4 These shares are held by the reporting person's spouse, and the reporting person may be deemed to be the beneficial owner of these shares. The reporting person expressly disclaims beneficial ownership of these shares, except to the extent of her pecuniary interest therein.
F5 These shares are held by the Pritzker Military Museum and Library ("PMML"). As the sole member of PMML, the reporting person may be deemed to be the beneficial owner of these shares. The reporting person expressly disclaims beneficial ownership of these shares, except to the extent of her pecuniary interest therein.
F6 Squadron beneficially owns shares of the Issuer's common stock with a market value in excess of the notification threshold of the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended (the "HSR Act"). The warrants could not be exercised until the expiration of all applicable HSR Act waiting periods or the exercise otherwise becomes exempt from the notification requirements thereunder. On September 19, 2022, the waiting period under the HSR Act expired. Once the warrants became exercisable, Squadron Capital LLC was obligated to exercise them within five (5) business days.