Damien McDonald - 30 Mar 2023 Form 4 Insider Report for LivaNova PLC (LIVN)

Role
CEO, Director
Signature
/s/ Sarah K. Mohr, POA
Issuer symbol
LIVN
Transactions as of
30 Mar 2023
Net transactions value
-$431,884
Form type
4
Filing time
03 Apr 2023, 17:59:49 UTC
Previous filing
01 Mar 2023
Next filing
13 May 2025
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction LIVN Ordinary Shares Options Exercise $0 +3,213 +3.1% $0.000000 105,882 30 Mar 2023 Direct F1
transaction LIVN Ordinary Shares Tax liability $64,535 -1,511 -1.4% $42.71 104,371 30 Mar 2023 Direct F2
transaction LIVN Ordinary Shares Options Exercise $0 +8,607 +8.2% $0.000000 112,978 30 Mar 2023 Direct F1
transaction LIVN Ordinary Shares Tax liability $172,805 -4,046 -3.6% $42.71 108,932 30 Mar 2023 Direct F2
transaction LIVN Ordinary Shares Options Exercise $0 +5,119 +4.7% $0.000000 114,051 30 Mar 2023 Direct F1
transaction LIVN Ordinary Shares Tax liability $102,760 -2,406 -2.1% $42.71 111,645 30 Mar 2023 Direct F2
transaction LIVN Ordinary Shares Options Exercise $0 +4,571 +4.1% $0.000000 116,216 30 Mar 2023 Direct F1
transaction LIVN Ordinary Shares Tax liability $91,784 -2,149 -1.8% $42.71 114,067 30 Mar 2023 Direct F2

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 LIVN Restricted Stock Units Options Exercise $0 -3,213 -100% $0.000000* 0 30 Mar 2023 Ordinary Shares 3,213 Direct F3, F4, F5
transaction LIVN Restricted Stock Units Options Exercise $0 -8,607 -50% $0.000000 8,606 30 Mar 2023 Ordinary Shares 8,607 Direct F3, F5, F6
transaction LIVN Restricted Stock Units Options Exercise $0 -5,119 -33% $0.000000 10,238 30 Mar 2023 Ordinary Shares 5,119 Direct F3, F5, F7
transaction LIVN Restricted Stock Units Options Exercise $0 -4,571 -25% $0.000000 13,712 30 Mar 2023 Ordinary Shares 4,571 Direct F3, F5, F8
transaction LIVN Restricted Stock Units Award $0 +38,416 $0.000000 38,416 30 Mar 2023 Ordinary Shares 38,416 Direct F9, F10
transaction LIVN Performance Stock Units Award $0 +19,208 $0.000000 19,208 30 Mar 2023 Ordinary Shares 19,208 Direct F11, F12
transaction LIVN Performance Stock Units Award $0 +19,208 $0.000000 19,208 30 Mar 2023 Ordinary Shares 19,208 Direct F11, F13
transaction LIVN Performance Stock Units Award $0 +38,416 $0.000000 38,416 30 Mar 2023 Ordinary Shares 38,416 Direct F11, F14
transaction LIVN Stock Appreciation Rights Award $0 +81,613 $0.000000 81,613 30 Mar 2023 Ordinary Shares 81,613 $42.71 Direct F15
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Reporting person had vested restricted stock units (RSUs) settled in ordinary shares of LivaNova PLC (the Company), GBP 1.00 par value.
F2 The referenced shares were withheld from distribution at the request of reporting person to satisfy tax liability.
F3 Each RSU represents a contingent right to receive one ordinary share of the Company, GBP 1.00 par value, in accordance with the terms of the LivaNova PLC 2015 Incentive Award Plan (the Plan) and the award agreement.
F4 On March 30, 2019, reporting person was granted RSUs subject to a four-year vesting schedule, the first vesting for which occurred on March 30, 2020. The RSUs are subject to forfeiture prior to vesting in accordance with the terms of the Plan and the award agreement.
F5 This number reflects the number of derivative securities beneficially owned following reported transaction for this specific grant.
F6 On March 30, 2020, reporting person was granted RSUs subject to a four-year vesting schedule, the first vesting for which occurred on March 30, 2021. The RSUs are subject to forfeiture prior to vesting in accordance with the terms of the Plan and the award agreement.
F7 On March 30, 2021, reporting person was granted RSUs subject to a four-year vesting schedule, the first vesting for which occurred on March 30, 2022. The RSUs are subject to forfeiture prior to vesting in accordance with the terms of the Plan and the award agreement.
F8 On March 30, 2022, reporting person was granted RSUs subject to a four-year vesting schedule, the first vesting for which occurred on March 30, 2023. The RSUs are subject to forfeiture prior to vesting in accordance with the terms of the Plan and the award agreement.
F9 Each RSU represents a contingent right to receive one ordinary share of the Company, GBP 1.00 par value, in accordance with the terms of the LivaNova PLC 2022 Incentive Award Plan (the 2022 Plan) and the award agreement.
F10 On March 30, 2023, reporting person was granted RSUs subject to a four-year vesting schedule, the first vesting occurring on March 30, 2024. The RSUs are subject to forfeiture prior to vesting in accordance with the terms of the 2022 Plan and the award agreement.
F11 Each performance stock unit (PSU) represents a contingent right to receive one ordinary share of the Company in accordance with the terms of the 2022 Plan and the award agreement.
F12 On March 30, 2023, reporting person was granted PSUs to vest or lapse on March 30, 2026 based on how the Company's free cash flow (FCF) for performance period 2023-2025 compares to a target determined by the 2022 Plan Administrator. The number included in column 5 of Table II reflects the target number of PSUs eligible for vesting subject to continued service during the vesting period and the award agreement.
F13 On March 30, 2023, reporting person was granted PSUs to vest or lapse on March 30, 2026 based on how the Company's Return on Investment Capital (ROIC) calculated for the performance period 2023-2025 compares to a target determined by the 2022 Plan Administrator. The number included in column 5 of Table II reflects the target number of PSUs eligible for vesting subject to continued service during the vesting period and the award agreement.
F14 On March 30, 2023, reporting person was granted PSUs to vest or lapse on March 30, 2026 based on the the Company's total shareholder return (TSR) for the three-year period beginning on January 1, 2023 and ending December 31, 2025 relative to the total shareholder return of a peer group of companies, as determined by the 2022 Plan Administrator. The number included in column 5 of Table II reflects the target number of PSUs eligible for vesting subject to continued service during the vesting period and the award agreement.
F15 On March 30, 2023, reporting person was granted stock appreciation rights (SARs) subject to a four-year vesting schedule, the first vesting occurring on March 30, 2024. The SARs are subject to forfeiture prior to vesting in accordance with the terms of the 2022 Plan and the award agreement.