Dale A. Wolf - 01 Sep 2020 Form 4 Insider Report for NUVASIVE INC

Reporting relationship: SVP, Global Operations
Issuer ticker: N/A
Reported as of: 01 Sep 2020
Net transaction value: $0
SEC form: 4
Accepted by SEC: 05 Sep 2023, 16:37:33 UTC
Next SEC filing: 03 Sep 2021
Source filing: View source filing
Reporting owner signature: /s/ Nathaniel B. Sisitsky, Attorney-in-Fact for Dale A. Wolf

Key filing fact

Dale A. Wolf filed Form 4 for NUVASIVE INC on 05 Sep 2023.

Key facts

This page summarizes Dale A. Wolf's Form 4 filing for NUVASIVE INC.
6 reported transactions and 5 derivative rows are listed below.
Accepted by SEC: 05 Sep 2023, 16:37.

Change

No earlier filing in this sequence is available for direct comparison.
Current net transaction value: $0.

Research use

This tells you what this filing adds before you inspect full transaction and derivative tables.
You can trace every row back to the original SEC filing document.

Evidence

Filed on Form 4

Ownership activity is grounded in SEC Form 4 disclosures.

View source filing

Reported non-derivative transactions

Shares, units, or other non-derivative securities reported in this filing.

NUVA transaction

Common Stock, par value $0.001 per share

Disposed to Issuer

Transaction value
Shares: -8,943
Change %: -100%
Price
Shares after: 0
Date: 01 Sep 2023
Ownership: Direct
Footnotes: F1

Reported derivative securities

Options, warrants, convertible securities, or similar derivative positions disclosed in the filing.

NUVA transaction Derivative

Restricted Stock Unit

Disposed to Issuer

Transaction value: $0
Shares: -5,690
Change %: -100%
Price: $0.000000^*
Shares after: 0
Date: 01 Sep 2023
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 5,690
Exercise price
Footnotes: F2, F3

NUVA transaction Derivative

Restricted Stock Unit

Disposed to Issuer

Transaction value: $0
Shares: -6,421
Change %: -100%
Price: $0.000000^*
Shares after: 0
Date: 01 Sep 2023
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 6,421
Exercise price
Footnotes: F2, F3

NUVA transaction Derivative

Restricted Stock Unit

Disposed to Issuer

Transaction value: $0
Shares: -16,405
Change %: -100%
Price: $0.000000^*
Shares after: 0
Date: 01 Sep 2023
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 16,405
Exercise price
Footnotes: F2, F3

NUVA transaction Derivative

Performance Restricted Stock Unit

Disposed to Issuer

Transaction value: $0
Shares: -5,690
Change %: -100%
Price: $0.000000^*
Shares after: 0
Date: 01 Sep 2023
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 5,690
Exercise price
Footnotes: F4

NUVA transaction Derivative

Performance Restricted Stock Unit

Disposed to Issuer

Transaction value: $0
Shares: -6,421
Change %: -100%
Price: $0.000000^*
Shares after: 0
Date: 01 Sep 2023
Ownership: Direct
Underlying class: Common Stock
Underlying amount: 6,421
Exercise price
Footnotes: F2, F4

^* marks a reported price that did not pass the local price check.

Additional SEC filing notes

Filing notes and footnotes

Section 16 status

Dale A. Wolf is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may still apply in specific circumstances.

Explanation of responses 4 footnotes

Footnote F1

Pursuant to the Agreement and Plan of Merger, dated as of February 8, 2023 (the "Merger Agreement"), by and among the Issuer, Globus Medical, Inc. ("Globus") and Zebra Merger Sub, Inc. ("Merger Sub"), Merger Sub merged with and into the Issuer, with the Issuer continuing as a wholly owned subsidiary of Globus. At the effective time of the merger (the "Effective Time"), each share of the Issuer's common stock issued and outstanding immediately prior to the Effective Time (other than certain excluded shares) was cancelled and converted into the right to receive 0.75 shares of Class A common stock of Globus ("Globus Class A Common Stock"), par value $0.001 per share (the "Exchange Ratio" and such shares, the "Merger Consideration"), and cash in lieu of fractional shares.

Footnote F2

Represented a contingent right to receive one share of the Issuer's common stock upon vesting.

Footnote F3

Pursuant to the Merger Agreement, at the Effective Time, each restricted stock unit award was converted into a Globus restricted stock unit award, with the number of shares of Globus Class A Common Stock subject to such assumed award determined based on the Exchange Ratio. Each converted Globus restricted stock unit award is subject to the same terms and conditions (including service-based vesting conditions) as applied to the corresponding Issuer restricted stock unit award as of immediately prior to the Effective Time.

Footnote F4

Pursuant to the Merger Agreement, at the Effective Time, each performance restricted stock unit award was converted into a Globus restricted stock unit award, with the number of shares of Globus Class A Common Stock subject to such assumed award determined based on the Exchange Ratio and with applicable performance conditions deemed to be achieved at 100% of the target performance level. Each converted Globus restricted stock unit award is subject to the same terms and conditions (including service-based vesting conditions but excluding performance-based vesting conditions) as applied to the corresponding Issuer performance restricted stock unit award subject to such award as of immediately prior to the Effective Time.