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Filing Details

Accession Number:: 0001639691-18-000026
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2018-03-19 16:39:48
Reporting Period:: 2018-03-15

Accepted Time:: 2018-03-19 16:39:48
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1639691	Livanova Plc	LIVN	()	4

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1263257	S David Wise	20 Eastbourne Terrace London X0 W2 6LG	Chief Administrative Officer	No	Yes	No	No

Reported Non-Derivative Transactions

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Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Ordinary Shares	Disposition	2018-03-15	1,500	$88.17	42,322	No	4	S	Direct

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	S	Direct

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Restricted Stock Units	Restricted Stock Units	Acquisiton	2018-03-15	2,234	$0.00	2,234	$0.00
Stock Appreciation Rights	Stock Appreciation Rights	Acquisiton	2018-03-15	7,287	$0.00	7,287	$0.00
Performance Stock Units	Performance Stock Units	Acquisiton	2018-03-15	2,234	$0.00	2,234	$0.00
Performance Stock Units	Performance Stock Units	Acquisiton	2018-03-15	2,234	$0.00	2,234	$0.00

Remaning Holdings	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
29,249	No	4	A	Direct
66,722	No	4	A	Direct
31,483	No	4	A	Direct
33,717	No	4	A	Direct

Footnotes

Shares sold pursuant to a Rule 10b5-1 Plan adopted by reporting person on November 29, 2017.
Represents weighted average selling price. Securities sold through approximately 13 separate sales on the transaction date at prices ranging from $87.84 to $88.83. The reporting person hereby undertakes to provide upon request to the SEC, the issuer or any stockholder of the issuer, the full information regarding the number of shares and prices at which the transaction was effected.
Each restricted stock unit (RSU) represents a contingent right to receive one ordinary share (Ordinary Share) of LivaNova PLC (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.
Reporting person was granted RSUs subject to a four-year vesting schedule, vesting 25% on each of the first four anniversaries of March 15, 2018, subject to continued service during the vesting period.
88.38 Conversion or Exercise Price of Derivative Security.
Reporting person was granted an award of stock appreciation rights ("SARs"). Subject to the terms and conditions of the Plan and the award agreement, the SARs shall vest in equal installments of 25% on each of the first four anniversaries of the grant date, March 15, 2018.
Each performance stock unit (PSU) represents a contingent right to receive one Ordinary Share of the Company in accordance with the terms of the Plan and the award agreement.
On March 15, 2018, reporting person was granted 2,234 PSUs to vest or lapse on the filing of the Company's Annual Report on Form 10-K for the fiscal year ending December 31, 2020 ("2020 Form 10-K") based on the rank of the Company's total shareholder return for the three-year period ending December 31, 2020 relative to the total shareholder return of a benchmark group of companies. The form of agreement for this award was filed with the Securities and Exchange Commission in a Current Report on Form 8-K on March 16, 2018. The number included in column 5 of Table II reflects the target number of PSUs eligible for vesting.
On March 15, 2018, reporting person was granted 2,234 PSUs to vest or lapse on the filing of the Company's 2020 Form 10-K based on how the Company's cumulative adjusted free cash flow for fiscal years 2018, 2019 and 2020 compares to a target. The form of agreement for this award was filed with the Securities and Exchange Commission on March 16, 2018. The number included in column 5 of Table II reflects the target number of PSUs eligible for vesting.