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

Role
SVP, General Counsel
Signature
/s/ Paul Benny, Attorney-in-Fact for Patrick L. Keran
Stock symbol
SPNE
Transactions as of
Jan 5, 2023
Transactions value $
$0
Form type
4
Date filed
1/9/2023, 06:17 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 -69.6K -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 -8.17K -100% 0 Jan 5, 2023 Common Stock 8.17K Direct F2, F3, F4
transaction SPNE Restricted Stock Units Disposed to Issuer -52.1K -100% 0 Jan 5, 2023 Common Stock 52.1K Direct F5, F6, F7
transaction SPNE Employee Stock Option (Right to Buy) Disposed to Issuer -60K -100% 0 Jan 5, 2023 Common Stock 60K $15.08 Direct F8, F9
transaction SPNE Employee Stock Option (Right to Buy) Disposed to Issuer -64.6K -100% 0 Jan 5, 2023 Common Stock 64.6K $14.19 Direct F10, F11
transaction SPNE Employee Stock Option (Right to Buy) Disposed to Issuer -33.7K -100% 0 Jan 5, 2023 Common Stock 33.7K $18.24 Direct F12, F13
transaction SPNE Employee Stock Option (Right to Buy) Disposed to Issuer -52.8K -100% 0 Jan 5, 2023 Common Stock 52.8K $12.01 Direct F14, F15
transaction SPNE Employee Stock Option (Right to Buy) Disposed to Issuer -6.05K -100% 0 Jan 5, 2023 Common Stock 6.05K $9.93 Direct F16, F17
transaction SPNE Employee Stock Option (Right to Buy) Disposed to Issuer -40.8K -100% 0 Jan 5, 2023 Common Stock 40.8K $16.86 Direct F18, F19
transaction SPNE Employee Stock Option (Right to Buy) Disposed to Issuer -21.7K -100% 0 Jan 5, 2023 Common Stock 21.7K $15.00 Direct F20, F21
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Patrick Keran 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 28,986 Orthofix MedicalInc. ("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 3,399 Orthofix restricted stock units.
F5 Each restricted stock unit represents a contingent right to receive one share of the issuer's common stock.
F6 The restricted stock units vest in three equal installments on each of February 28, 2023, 2024 and 2025.
F7 These restricted stock units were assumed by Orthofix in the merger and replaced by 21,685 Orthofix restricted stock units.
F8 The option vests as to 25% of the underlying shares on November 1, 2016 and the remaining 75% in twelve substantially equal quarterly installments thereafter.
F9 This option was assumed by Orthofix in the merger and replaced with an option to purchase 24,978 shares of Orthofix at a price of $36.23 per share.
F10 The option vests as to 18.75% of the underlying shares on November 1, 2016, 6.25% on December 31, 2016 and the remaining 75% in twelve substantially equal quarterly installments thereafter.
F11 This option was assumed by Orthofix in the merger and replaced with an option to purchase 26,892 shares of Orthofix at a price of $34.09 per share.
F12 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.
F13 This option was assumed by Orthofix in the merger and replaced with an option to purchase 14,049 shares of Orthofix at a price of $43.82 per share.
F14 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.
F15 This option was assumed by Orthofix in the merger and replaced with an option to purchase 21,979 shares of Orthofix at a price of $28.85 per share.
F16 The option fully vested and became exercisable on June 21, 2020.
F17 This option was assumed by Orthofix in the merger and replaced with an option to purchase 2,516 shares of Orthofix at a price of $23.86 per share.
F18 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.
F19 This option was assumed by Orthofix in the merger and replaced with an option to purchase 16,979 shares of Orthofix at a price of $40.50 per share.
F20 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.
F21 This option was assumed by Orthofix in the merger and replaced with an option to purchase 9,035 shares of Orthofix at a price of $36.04 per share.