Filing Details
- Accession Number:
- 0001209191-13-028263
- Form Type:
- 4
- Zero Holdings:
- No
- Publication Time:
- 2013-05-22 20:33:40
- Reporting Period:
- 2013-05-20
- Filing Date:
- 2013-05-22
- Accepted Time:
- 2013-05-22 20:33:40
- SEC Url:
- Form 4 Filing
Issuer
| Cik | Name | Symbol | Sector (SIC) | IRS No |
|---|---|---|---|---|
| 1389072 | Heartware International Inc. | HTWR | Surgical & Medical Instruments & Apparatus (3841) | 980498958 |
Insiders
| Cik | Name | Reported Address | Insider Title | Director | Officer | Large Shareholder | Other |
|---|---|---|---|---|---|---|---|
| 1404477 | Bain Robert Thomas | C/O Heartware International, Inc. 205 Newbury St., Suite 101 Framingham MA 01701 | Yes | No | No | No |
Reported Non-Derivative Transactions
| Sec. Name | Acquisiton - Disposition | Date | Amount | Price | Remaning Holdings | Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
|---|---|---|---|---|---|---|---|---|---|---|
| Common Stock | Disposition | 2013-05-20 | 1,928 | $97.66 | 11,582 | No | 4 | S | Direct | |
| Common Stock | Disposition | 2013-05-20 | 572 | $98.34 | 11,010 | No | 4 | S | Direct | |
| Common Stock | Disposition | 2013-05-20 | 2,500 | $98.73 | 8,870 | No | 4 | S | Indirect | See footnote |
| Common Stock | Disposition | 2013-05-21 | 200 | $97.69 | 8,670 | No | 4 | S | Indirect | See footnote |
| Common Stock | Disposition | 2013-05-20 | 714 | $98.35 | 10,000 | No | 4 | S | Indirect | See footnote |
| Common Stock | Disposition | 2013-05-20 | 715 | $97.34 | 9,285 | No | 4 | S | Indirect | See footnote |
| Equity Swap Involved | Form Type | Code | Nature of Ownership | Explanation |
|---|---|---|---|---|
| No | 4 | S | Direct | |
| No | 4 | S | Direct | |
| No | 4 | S | Indirect | See footnote |
| No | 4 | S | Indirect | See footnote |
| No | 4 | S | Indirect | See footnote |
| No | 4 | S | Indirect | See footnote |
Reported Derivative Transactions
| Sec. Name | Sec. Type | Acquisiton - Disposition | Date | Amount | Price | Amount - 2 | Price - 2 |
|---|---|---|---|---|---|---|---|
| Common Stock | Stock Option (right to buy) | Acquisiton | 2013-05-21 | 1,000 | $0.00 | 1,000 | $95.05 |
| Common Stock | Restricted Stock Unit | Acquisiton | 2013-05-21 | 1,000 | $0.00 | 1,000 | $0.00 |
| Remaning Holdings | Exercise Date | Expiration Date | Equity Swap Involved | Transaction Form Type | Transaction Code | Nature of Ownership |
|---|---|---|---|---|---|---|
| 4,000 | 2023-05-21 | No | 4 | A | Direct | |
| 2,250 | 2017-05-21 | No | 4 | A | Direct |
Reported Non-Derivative Holdings
| Sec. Name | Remaning Holdings | Nature of Ownership | Explanation |
|---|---|---|---|
| Common Stock | 5,000 | Indirect | See footnote |
Footnotes
- The price represents the weighted average sale price for multiple transactions reported on this line. The prices of the transactions ranged from $97.18 to $97.97. The reporting person has provided the issuer and will provide any security holder of the issuer or the SEC Staff, upon request, information regarding the number of shares sold at each price within the range.
- The price represents the weighted average sale price for multiple transactions reported on this line. The prices of the transactions ranged from $98.21 to $98.52. The reporting person has provided the issuer and will provide any security holder of the issuer or the SEC Staff, upon request, information regarding the number of shares sold at each price within the range.
- Robert Thomas as Trustee of the RB Thomas Superannuation Fund.
- The sale was executed in the form of the Company's Chess Depository Interests ("CDI's"), trading on the Australian Securities Exchange. The number of shares sold has been determined based on the ratio of 1 share of common stock per 35 CDI's.
- The sale price have been converted from Australian dollars to the U.S. dollar equivalent at the spot rate on the date of the transaction.
- Held by Mr. Thomas' spouse, Mrs. Kyrenia Thomas.
- The price represents the weighted average sale price for multiple transactions reported on this line. The prices of the transactions ranged from $97.33 to $97.67. The sale prices have been converted from Australian dollars to the U.S. dollar equivalent at the spot rate on the date of the transaction. The reporting person has provided the issuer and will provide any security holder of the issuer or the SEC Staff, upon request, information regarding the number of shares sold at each price within the range.
- Robert Thomas as Trustee of the Thomas Family Account.
- The stock options become exercisable in four equal installments on May 1, 2014, May 1, 2015, May 1, 2016 and May 1, 2017 subject to Mr. Thomas' continuous service as a director of the Company through each date. In addition, the stock options will immediately vest upon the occurrence of a change in control (as defined in the 2012 Incentive Award Plan) or upon Mr. Thomas' death prior to settlement.
- Each restricted stock unit represents a contingent right to receive one share of the Company's common stock.
- The restricted stock units become exercisable in four equal installments on May 1, 2014, May 1, 2015, May 1, 2016 and May 1, 2017 subject to Mr. Thomas' continuous service as a director of the Company through each date. In addition, the restricted stock units will immediately vest upon the occurrence of a change in control (as defined in the 2012 Incentive Award Plan) or upon Mr. Thomas' death prior to settlement.
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