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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Employee Stock Option (Right to Buy) | $ 14.49 | 03/18/2013 | A | 12,500 | 03/31/2014 | 03/18/2023 | Common Shares | 12,500 | $ 0 | 1,054,700 | D | ||||
Employee Stock Option (Right to Buy) | $ 14.49 | 03/18/2013 | A | 12,500 | 03/31/2015 | 03/18/2023 | Common Shares | 12,500 | $ 0 | 1,067,200 | D | ||||
Employee Stock Option (Right to Buy) | $ 14.49 | 03/18/2013 | A | 12,500 | 03/31/2016 | 03/18/2023 | Common Shares | 12,500 | $ 0 | 1,079,700 | D | ||||
Employee Stock Option (Right to Buy) | $ 14.49 | 03/18/2013 | A | 12,500 | 03/31/2017 | 03/18/2023 | Common Shares | 12,500 | $ 0 | 1,092,200 (12) | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
MIXON AARON MALACHI III ONE INVACARE WAY ELYRIA, OH 44035 |
X | Chairman |
/s/ A. Malachi Mixon, by Kristofer K. Spreen, his attorney-in-fact pursuant to Power of Attorney, dated February 12, 2009, on file with the Commission. | 03/20/2013 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | Restricted shares granted pursuant to the Invacare Corporation 2003 Performance Plan in an exempt transaction under Rule 16b-3. These shares vest in 25% increments over four years commencing May 15, 2014. |
(2) | The reporting person disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose. |
(3) | Owned by the Trustee for the 2012 Grantor Retained Annuity Trust created by the reporting person's spouse. |
(4) | Owned by the Trustee for the 1997 Grantor Retained Annuity Trust created by the reporting person's spouse. |
(5) | Owned by the Trustee for the 1997 Grantor Retained Annuity Trust created by the reporting person. |
(6) | Owned by the Trustee for the 2009 Grantor Retained Annuity Trust created by the reporting person. |
(7) | Owned by the Trustee for the 2009 Grantor Retained Annuity Trust created by the reporting person's spouse. |
(8) | Owned by the Trustee for the Invacare Retirement Savings Plan. The information given is based on a Plan Statement of December 31, 2012, the most recent information reasonably available. |
(9) | Owned by the Trustee for the 2012 Grantor Retained Annuity Trust created by the reporting person. |
(10) | Owned by the Trustee for the 2011 Grantor Retained Annuity Trust created by the reporting person. |
(11) | Owned by the Trustee for the 2011 Grantor Retained Annuity Trust created by the reporting person's spouse. |
(12) | The reporting person holds previously reported options to buy 1,042,200 Common Shares (with tandem tax withholding rights) under the Invacare Corporation 2003 Performance Plan, granted in reliance upon the exemption provided by Rule 16b-3. All options were granted between August 20, 2003 and August 14, 2012, at exercise prices between $13.37 to $44.30 per share, will expire between August 20, 2013 and August 14, 2022 and became or will become exercisable between September 30, 2004 and September 30, 2016. |