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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 | ||||||||
Stock Options (1) | $ 1.42 | 07/19/2018 | M | 8,485 | (5) | 02/02/2027 | Common Stock | 8,458 | $ 0 | 262,209 | D | ||||
Stock Options (1) | $ 2.45 | 07/19/2018 | M | 2,083 | (5) | 10/28/2025 | Common Stock | 2,083 | $ 0 | 33,334 | D | ||||
Stock Options (1) | $ 2.94 | 07/19/2018 | M | 5,625 | (5) | 02/04/2025 | Common Stock | 5,625 | $ 0 | 39,376 | D | ||||
Stock Options (1) | $ 3.82 | 07/19/2018 | M | 6,875 | (5) | 02/12/2026 | Common Stock | 6,875 | $ 0 | 130,625 | D | ||||
Stock Options (1) | $ 3.94 | 07/19/2018 | M | 9,736 | (6) | 05/27/2024 | Common Stock | 9,736 | $ 0 | 0 | D | ||||
Stock Options (1) | $ 4.02 | 07/19/2018 | M | 34,999 | (6) | 04/21/2024 | Common Stock | 34,999 | $ 0 | 465,001 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
SLATTERY JOSEPH P C/O TRANSENTERIX, INC. 635 DAVIS DRIVE, SUITE 300 MORRISVILLE, NC 27560 |
EVP and CFO |
/s/ Joshua Weingard, as Attorney-in-Fact for Joseph Slattery | 07/20/2018 | |
**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) | The transaction occurred pursuant to a written trading plan dated November 29, 2017 meeting the requirements of Rule 10b5-1(c). |
(2) | The sale price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $5.00 to $5.035 inclusive. The reporting person undertakes to provide to TransEnterix, Inc., any security holder of TransEnterix, 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 ranges set forth in this footnote to this Form 4. |
(3) | The sale price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $5.00 to $5.005 inclusive. The reporting person undertakes to provide to TransEnterix, Inc., any security holder of TransEnterix, 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 ranges set forth in this footnote to this Form 4. |
(4) | Following the sales on July 19, 2018, the reporting person continues to beneficially own 25,000 shares of the company's common stock. The reporting person also holds stock options to acquire 1,819,045 shares of common stock, of which approximately 26% are vested, and restricted stock units representing an additional 595,777 shares of common stock subject to forfeiture restrictions. |
(5) | Vests 25% on the first anniversary of the date of grant and 1/48th of the entire award monthly on the vesting date anniversary for 36 months, subject to acceleration as set forth in the Incentive Plan. |
(6) | Previously vested. |