Keith Valentine - Jan 5, 2023 Form 4 Insider Report for SeaSpine Holdings Corp (SPNE)

Role
Chief Executive Officer, Director
Signature
/s/ Paul Benny, Attorney-in-Fact for Keith C. Valentine
Stock symbol
SPNE
Transactions as of
Jan 5, 2023
Transactions value $
$0
Form type
4
Date filed
1/9/2023, 06:16 PM
Previous filing
Jan 3, 2023
Next filing
Feb 1, 2023

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction SPNE Common Stock Disposed to Issuer -334K -100% 0 Jan 5, 2023 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 SPNE Restricted Stock Units Disposed to Issuer -52.4K -100% 0 Jan 5, 2023 Common Stock 52.4K Direct F2, F3, F4
transaction SPNE Restricted Stock Units Disposed to Issuer -237K -100% 0 Jan 5, 2023 Common Stock 237K Direct F2, F5, F6
transaction SPNE Employee Stock Option (Right to Buy) Disposed to Issuer -325K -100% 0 Jan 5, 2023 Common Stock 325K $15.68 Direct F7, F8
transaction SPNE Employee Stock Option (Right to Buy) Disposed to Issuer -149K -100% 0 Jan 5, 2023 Common Stock 149K $14.19 Direct F9, F10
transaction SPNE Employee Stock Option (Right to Buy) Disposed to Issuer -77.9K -100% 0 Jan 5, 2023 Common Stock 77.9K $18.24 Direct F11, F12
transaction SPNE Employee Stock Option (Right to Buy) Disposed to Issuer -122K -100% 0 Jan 5, 2023 Common Stock 122K $12.01 Direct F13, F14
transaction SPNE Employee Stock Option (Right to Buy) Disposed to Issuer -8.87K -100% 0 Jan 5, 2023 Common Stock 8.87K $9.93 Direct F15, F16
transaction SPNE Employee Stock Option (Right to Buy) Disposed to Issuer -262K -100% 0 Jan 5, 2023 Common Stock 262K $16.86 Direct F17, F18
transaction SPNE Employee Stock Option (Right to Buy) Disposed to Issuer -31.9K -100% 0 Jan 5, 2023 Common Stock 31.9K $15.00 Direct F19, F20
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Keith Valentine is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id Content
F1 Disposed of pursuant to the Agreement and Plan of Merger by and among the issuer, SeaSpine Holdings Corporation, which became effective on January 5, 2023, in exchange for 138,959 Orthofix Medical Inc. ("Orthofix") ordinary shares having a market value of $22.76 per share at the effective time of the merger.
F2 Each restricted stock unit represents a contingent right to receive one share of SeaSpine Holdings Corporation common stock.
F3 The restricted stock units vest in three equal installments on each of January 28, 2022, 2023 and 2024.
F4 These restricted stock units were assumed by Orthofix in the merger and replaced by 21,810 Orthofix restricted stock units.
F5 The restricted stock units vest in three equal installments on each of February 28, 2023, 2024 and 2025.
F6 These restricted stock units were assumed by Orthofix in the merger and replaced by 98,571 Orthofix restricted stock units.
F7 The option vests as to 25% of the underlying shares on May 1, 2016 and the remaining 75% in twelve substantially equal quarterly installments thereafter.
F8 This option was assumed by Orthofix in the merger and replaced with an option to purchase 135,297 shares of Orthofix at a price of $37.67 per share.
F9 The option vests as to 6.25% on June 1, 2016, 6.25% on June 30, 2016 and the remaining 87.5% in fourteen equal quarterly installments thereafter.
F10 This option was assumed by Orthofix in the merger and replaced with an option to purchase 62,059 shares of Orthofix at a price of $34.09 per share.
F11 The option vests as to 25% of the underlying shares on January 1, 2020 and the remaining 75% in twelve substantially equal quarterly installments thereafter.
F12 This option was assumed by Orthofix in the merger and replaced with an option to purchase 32,421 shares of Orthofix at a price of $43.82 per share.
F13 The option vests as to 25% of the underlying shares on January 1, 2021 and the remaining 75% in twelve substantially equal quarterly installments thereafter.
F14 This option was assumed by Orthofix in the merger and replaced with an option to purchase 50,717 shares of Orthofix at a price of $28.85 per share.
F15 The option fully vested and became exercisable on June 21, 2020.
F16 This option was assumed by Orthofix in the merger and replaced with an option to purchase 3,692 shares of Orthofix at a price of $23.86 per share.
F17 The option vests as to 25% of the underlying shares on January 28, 2022 and the remaining 75% in twelve substantially equal quarterly installments thereafter.
F18 This option was assumed by Orthofix in the merger and replaced with an option to purchase 108,945 shares of Orthofix at a price of $40.50 per share.
F19 The option vests as to 25% of the underlying shares on February 28, 2023 and the remaining 75% in twelve substantially equal quarterly installments thereafter.
F20 This option was assumed by Orthofix in the merger and replaced with an option to purchase 13,265 shares of Orthofix at a price of $36.04 per share.