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Filing Details

Accession Number:: 0001669639-19-000007
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2019-03-08 13:16:32
Reporting Period:: 2019-03-06

Accepted Time:: 2019-03-08 13:16:32
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
883984	Icu Medical Inc	ICUI	Surgical & Medical Instruments & Apparatus (3841)	330022692

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
1669639	Ruth Virginia Sanzone	951 Calle Amanecer San Clemente CA 92673	Vp, General Counsel	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
Common Stock	Acquisiton	2019-03-06	10,410	$0.00	13,167	No	4	M	Direct
Common Stock	Disposition	2019-03-06	5,133	$0.00	8,034	No	4	F	Direct
Common Stock	Disposition	2019-03-07	2,097	$231.70	5,937	No	4	S	Direct
Common Stock	Disposition	2019-03-07	2,980	$232.67	2,957	No	4	S	Direct
Common Stock	Disposition	2019-03-07	200	$233.35	2,757	No	4	S	Direct

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

Reported Derivative Transactions

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Sec. Name	Sec. Type	Acquisiton - Disposition	Date	Amount	Price	Amount - 2	Price - 2
Common Stock	Common Stock	Disposition	2019-03-06	3,470	$0.00	10,410	$0.00

Remaning Holdings	Exercise Date	Expiration Date	Equity Swap Involved	Transaction Form Type	Transaction Code	Nature of Ownership
0		2019-03-06	No	4	M	Direct

Footnotes

The sales reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on December 13, 2018.
The price reported in Column 4 is an average weighted price. These shares were sold in multiple transactions at prices ranging from $231.22 to $232.11, inclusive. The reporting person undertakes to provide ICU Medical, Inc., any security holder of ICU Medical, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this Form 4.
The price reported in Column 4 is an average weighted price. These shares were sold in multiple transactions at prices ranging from $232.28 to $233.27, inclusive. The reporting person undertakes to provide ICU Medical, Inc., any security holder of ICU Medical, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this Form 4.
The price reported in Column 4 is an average weighted price. These shares were sold in multiple transactions at prices ranging from $233.31 to $233.38, inclusive. The reporting person undertakes to provide ICU Medical, Inc., any security holder of ICU Medical, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this Form 4.
These Securities are Performance-based Restricted Stock Units (PRSU).
There is neither a purchase price nor an exercise price for the PRSUs.
Each PRSU reflects the contingent right to receive a variable number of shares of common stock based on achieving performance goals. At the determination date, based on certification of the achievement of the performance criteria, the reporting person earned 300% of the target award amount.
These PRSUs were granted on February 5, 2016. The vesting for these PRSUs is dependent upon the achievement of performance criteria related to the Company's fiscal year 2018 Adjusted EBITDA per share CAGR in comparison to the fiscal year 2015 Adjusted EBITDA per weighted average basic share. The reporting person may potentially earn 100% to 300% of the target award amount originally reported on the date of grant.