Lucas W. Buchanan - Sep 17, 2024 Form 4 Insider Report for Silk Road Medical Inc (SILK)

Role: COO & CFO
Signature: /s/ Mhairi Jones, by power of attorney
Stock symbol: SILK
Transactions as of: Sep 17, 2024
Transactions value $: -$39,983
Form type: 4
Date filed: 9/18/2024, 08:23 PM
Previous filing: Mar 5, 2024

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	SILK	Common Stock	Disposed to Issuer		-503K	-100%		0	Sep 17, 2024	Direct	F1, F2, F3, F4
transaction	SILK	Common Stock	Award	$0	+50.9K		$0.00	50.9K	Sep 17, 2024	Direct	F5
transaction	SILK	Common Stock	Disposed to Issuer		-50.9K	-100%		0	Sep 17, 2024	Direct	F6
transaction	SILK	Common Stock	Disposed to Issuer		-13.5K	-100%		0	Sep 17, 2024	See footnote	F3, F7

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	SILK	Employee Stock Option (right to buy)	Disposed to Issuer	-$40K	-5.33K	-100%	$7.50	0	Sep 17, 2024	Common Stock	5.33K	$20.00	Direct	F8

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Lucas W. Buchanan is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id	Content
F1	Of the reported shares, 358,590 are represented by restricted stock units, or RSUs, each of which represents a contingent right to receive one share of Issuer common stock.
F2	Includes 2,000 shares and 370 shares acquired under the Issuer's 2019 Employee Stock Purchase Plan on May 20, 2024 and September 13, 2024, respectively.
F3	Pursuant to the Agreement and Plan of Merger dated June 17, 2024, between the Issuer, Boston Scientific Corporation and Seminole Merger Sub, Inc, (the "Merger Agreement"), each share of Issuer common stock was canceled and converted into the right to receive $27.50 per share in cash (the "Merger Consideration"), without interest and subject to applicable withholding taxes.
F4	Pursuant to the Merger Agreement, each RSU was canceled and converted into the right to receive an amount in cash, without interest, equal to the product of (i) the Merger Consideration and (ii) the aggregate number of shares underlying the RSUs, less applicable taxes and authorized deductions.
F5	Immediately prior to the effective time of the merger, certain RSUs subject to the achievement of performance-based criteria, or PSUs, were deemed achieved and certified by the Issuer's compensation committee.
F6	Pursuant to the Merger Agreement, each PSU was canceled and converted into the right to receive an amount in cash, without interest, equal to the product of (i) the Merger Consideration and (ii) the aggregate number of shares underlying the PSUs, less applicable taxes and authorized deductions.
F7	These shares are held directly by the Buchanan Grandchildren's Irrevocable Trust, for which the reporting person serves as a co-trustee.
F8	The shares subject to the option are fully vested and immediately exercisable. Pursuant to the Merger Agreement, the option was cancelled in exchange for a cash payment of $39,982.50, which represents the difference between (i) the amount by which the Merger Consideration exceeded the exercise price of the option per share option and (ii) the aggregate number of shares remaining issuable upon exercise of the option, less applicable taxes and authorized deductions.