Michael Damon Hutchinson - Mar 30, 2023 Form 4 Insider Report for LivaNova PLC (LIVN)

Role
Chief Legal Officer
Signature
/s/ Sarah Mohr, POA
Stock symbol
LIVN
Transactions as of
Mar 30, 2023
Transactions value $
$0
Form type
4
Date filed
4/3/2023, 06:09 PM
Previous filing
Dec 19, 2022
Next filing
Dec 19, 2023

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 Award $0 +5.91K $0.00 5.91K Mar 30, 2023 Ordinary Shares 5.91K Direct F1, F2
transaction LIVN Performance Stock Units Award $0 +2.96K $0.00 2.96K Mar 30, 2023 Ordinary Shares 2.96K Direct F3, F4
transaction LIVN Performance Stock Units Award $0 +2.96K $0.00 2.96K Mar 30, 2023 Ordinary Shares 2.96K Direct F3, F5
transaction LIVN Performance Stock Units Award $0 +5.91K $0.00 5.91K Mar 30, 2023 Ordinary Shares 5.91K Direct F3, F6
transaction LIVN Stock Appreciation Rights Award $0 +12.6K $0.00 12.6K Mar 30, 2023 Ordinary Shares 12.6K $42.71 Direct F7
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 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.
F2 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.
F3 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.
F4 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.
F5 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.
F6 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.
F7 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.