4//SEC Filing
Farrington Michael 4
Accession 0001209191-23-048168
CIK 0001142596other
Filed
Sep 4, 8:00 PM ET
Accepted
Sep 5, 4:31 PM ET
Size
19.3 KB
Accession
0001209191-23-048168
Insider Transaction Report
Form 4
NUVASIVE INCNUVA
Farrington Michael
SVP, People and Culture
Transactions
- Disposition to Issuer
Restricted Stock Unit
2023-09-01−16,405→ 0 total→ Common Stock (16,405 underlying) - Disposition to Issuer
Common Stock, par value $0.001 per share
2023-09-01−3,117→ 0 total - Disposition to Issuer
Restricted Stock Unit
2023-09-01−1,951→ 0 total→ Common Stock (1,951 underlying) - Disposition to Issuer
Restricted Stock Unit
2023-09-01−3,670→ 0 total→ Common Stock (3,670 underlying) - Disposition to Issuer
Restricted Stock Unit
2023-09-01−3,219→ 0 total→ Common Stock (3,219 underlying) - Disposition to Issuer
Performance Restricted Stock Unit
2023-09-01−1,951→ 0 total→ Common Stock (1,951 underlying) - Disposition to Issuer
Performance Restricted Stock Unit
2023-09-01−3,670→ 0 total→ Common Stock (3,670 underlying)
Footnotes (4)
- [F1]Pursuant to the Agreement and Plan of Merger, dated as of February 8, 2023 (the "Merger Agreement"), by and among the Issuer, Globus Medical, Inc. ("Globus") and Zebra Merger Sub, Inc. ("Merger Sub"), Merger Sub merged with and into the Issuer, with the Issuer continuing as a wholly owned subsidiary of Globus. At the effective time of the merger (the "Effective Time"), each share of the Issuer's common stock issued and outstanding immediately prior to the Effective Time (other than certain excluded shares) was cancelled and converted into the right to receive 0.75 shares of Class A common stock of Globus ("Globus Class A Common Stock"), par value $0.001 per share (the "Exchange Ratio" and such shares, the "Merger Consideration"), and cash in lieu of fractional shares.
- [F2]Represented a contingent right to receive one share of the Issuer's common stock upon vesting.
- [F3]Pursuant to the Merger Agreement, at the Effective Time, each restricted stock unit award was converted into a Globus restricted stock unit award, with the number of shares of Globus Class A Common Stock subject to such assumed award determined based on the Exchange Ratio.
- [F4]Pursuant to the Merger Agreement, at the Effective Time, each performance restricted stock unit award was converted into a Globus restricted stock unit award, with the number of shares of Globus Class A Common Stock subject to such assumed award determined based on the Exchange Ratio and with applicable performance conditions deemed to be achieved at 100% of the target performance level.
Documents
Issuer
NUVASIVE INC
CIK 0001142596
Entity typeother
Related Parties
1- filerCIK 0001944501
Filing Metadata
- Form type
- 4
- Filed
- Sep 4, 8:00 PM ET
- Accepted
- Sep 5, 4:31 PM ET
- Size
- 19.3 KB