Initial Statement of Beneficial Ownership (3)
January 10 2018 - 4:05PM
Edgar (US Regulatory)
FORM 3
|
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES
|
OMB APPROVAL
OMB Number:
3235-0104
Estimated average burden
hours per response...
0.5
|
|
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
|
|
1. Name and Address of Reporting Person
*
Voigtlander Christian B.
|
2. Date of Event Requiring Statement (MM/DD/YYYY)
1/8/2018
|
3. Issuer Name
and
Ticker or Trading Symbol
ICU MEDICAL INC/DE [ICUI]
|
(Last)
(First)
(Middle)
951 CALLE AMANECER
|
4. Relationship of Reporting Person(s) to Issuer (Check all applicable)
_____ Director
_____ 10% Owner
___
X
___ Officer (give title below)
_____ Other (specify below)
Chief Operating Officer /
|
(Street)
SAN CLEMENTE, CA 92673
(City)
(State)
(Zip)
|
5. If Amendment, Date Original Filed
(MM/DD/YYYY)
|
6. Individual or Joint/Group Filing
(Check Applicable Line)
_
X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
|
Table I - Non-Derivative Securities Beneficially Owned
|
1.Title of Security
(Instr. 4)
|
2. Amount of Securities Beneficially Owned
(Instr. 4)
|
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
|
4. Nature of Indirect Beneficial Ownership
(Instr. 5)
|
Common Stock
|
34426
|
D
|
|
Table II - Derivative Securities Beneficially Owned (
e.g.
, puts, calls, warrants, options, convertible securities)
|
1. Title of Derivate Security
(Instr. 4)
|
2. Date Exercisable and Expiration Date
(MM/DD/YYYY)
|
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
|
4. Conversion or Exercise Price of Derivative Security
|
5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
|
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
|
Date Exercisable
|
Expiration Date
|
Title
|
Amount or Number of Shares
|
Common Stock
(1)
|
(2)
|
12/31/2018
|
Common Stock
|
3470
|
$0.0
(3)
|
D
|
|
Common Stock
(1)
|
(4)
|
12/31/2019
|
Common Stock
|
1778
|
$0.0
(3)
|
D
|
|
Common Stock
(1)
|
(5)
|
(6)
|
Common Stock
|
4092
|
$0.0
(3)
|
D
|
|
Non-Qualified Stock Option (right to buy)
|
(7)
|
6/4/2025
|
Common Stock
|
33334
|
$96.83
|
D
|
|
Explanation of Responses:
|
(1)
|
These securities are Restricted Stock Units.
|
(2)
|
The vesting for this performance-based restricted stock unit ("PRSU") award is dependent upon the reporting person's earning PRSUs based on 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 number of shares reported is the target award amount.The reporting person may potentially earn PRSUs ranging from 100% to 300% of the target award amount. The shares subject to the actual earned PRSU award will vest prior to March 15, 2019, the determination date, based on certification of the achievement of the performance criteria.
|
(3)
|
There is neither a purchase price nor an exercise price for the Restricted Stock Units.
|
(4)
|
The vesting for this performance-based restricted stock unit ("PRSU") award is dependent upon the reporting person's earning PRSUs based on the achievement of performance criteria related to the Company's fiscal year 2019 Cumulative Adjusted EBITDA in comparison to the fiscal year 2016 Adjusted EBITDA. The number of shares reported is the target award amount. The reporting person may potentially earn PRSUs ranging from 100% to 300% of the target award amount.
|
(5)
|
One third of the Units subject to the award shall vest on each of the first, second, and third anniversaries of the grant date.
|
(6)
|
These are restricted stock units that fully vest 3 years from the grant date.
|
(7)
|
One-third of the shares shall vest on each of the first, second, and third anniversaries of the grant date. The vested shares shall become exercisable if, during the term of the option, the closing price of the Company's common stock is equal to or more than one-hundred and thirty percent of the exercise price per share for thirty consecutive trading days. The appreciation must occur within four years from the grant date.
|
Reporting Owners
|
Reporting Owner Name / Address
|
Relationships
|
Director
|
10% Owner
|
Officer
|
Other
|
Voigtlander Christian B.
951 CALLE AMANECER
SAN CLEMENTE, CA 92673
|
|
|
Chief Operating Officer
|
|
Signatures
|
By: Paula Darbyshire, Attorney-in-fact For: Christian B. Voigtlander
|
|
1/10/2018
|
**
Signature of Reporting Person
|
Date
|
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
|
*
|
If the form is filed by more than one reporting person,
see
Instruction 5(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).
|
Note:
|
File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure.
|
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.
|
ICU Medical (NASDAQ:ICUI)
Historical Stock Chart
From Mar 2024 to Apr 2024
ICU Medical (NASDAQ:ICUI)
Historical Stock Chart
From Apr 2023 to Apr 2024