Statement of Changes in Beneficial Ownership (4)

Date : 11/12/2019 @ 11:10PM
Source : Edgar (US Regulatory)
Stock : Hanger Inc (HNGR)
Quote : 26.63  -0.17 (-0.63%) @ 9:00PM
After Hours
Last Trade
Last $ 26.63 ◊ 0.00 (0.00%)

Statement of Changes in Beneficial Ownership (4)

FORM 4 [ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
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OMB Number: 3235-0287
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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 *

Wendt Jay C
2. Issuer Name and Ticker or Trading Symbol

HANGER, INC. [ HNGR ]
5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

_____ Director                    _____ 10% Owner
__X__ Officer (give title below)    _____ Other (specify below)
President, Products & Services
(Last)          (First)          (Middle)

10910 DOMAIN DRIVE, SUITE 300
3. Date of Earliest Transaction (MM/DD/YYYY)

11/11/2019
(Street)

AUSTIN, TX 78758
(City)        (State)        (Zip)
4. 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 Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 11/11/2019  F(1)  309 D$24.04 35252 (2)(3)(4)(5)D  

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security3. Trans. Date3A. Deemed Execution Date, if any4. Trans. Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
6. Date Exercisable and Expiration Date7. Title and Amount of Securities Underlying Derivative Security
(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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Stock Options (right to buy) $12.77            (6)5/19/2027 Common Stock 29738  29738 D  
Performance Share Units  (7)           (7)5/19/2020 Common Stock 11895  11895 D  

Explanation of Responses:
(1) Reflects payment of tax liability by withholding shares of stock incident to vesting of restricted stock previously issued.
(2) Includes (i) unvested restricted shares totaling 5,220 shares of stock from an initial grant of 5,220 shares of restricted stock which begin to vest on March 8, 2020; (ii) unvested restricted shares and fully vested shares totaling 2,867 shares of stock from an initial grant of 3,163 shares of restricted stock which begins to vest on March 9, 2019; (iii) unvested and vested restricted shares totaling 3,604 shares of stock from an initial grant of 3,975 shares of restricted stock made on March 9, 2018; (iv) unvested restricted shares and fully vested shares totaling 5,804 shares of stock from an initial grant of 7,688 shares of restricted stock and performance shares made on March 8, 2017 (v) unvested restricted shares and fully vested shares totaling 2,300 shares of stock from an initial grant of 3,000 shares of restricted stock made on October 11, 2016; [continued in next footnote]
(3) (vi) unvested restricted shares and fully vested shares totaling 2,077 shares of stock from an initial grant of 3,700 shares of restricted stock made on April 29, 2016; (vii) fully vested shares totaling 2,350 shares of stock from an initial grant of 3,305 shares of restricted stock made on November 10, 2015; (viii) fully vested shares totaling 5,912 shares of stock from an initial grant of 8,480 shares of restricted stock and performance shares made on March 6, 2015; (ix) fully vested shares totaling 1,052 shares of stock from an initial grant of 1,997 shares of restricted stock made on March 7, 2014; [continued in next footnote]
(4) (x) fully vested shares totaling 2,416 shares of stock from an initial grant of 3,958 shares of restricted stock and performance shares made on March 11, 2013 and (xi) fully vested shares totaling 1,650 shares of stock from an initial grant of 6,600 shares of restricted stock and performance shares made on March 7, 2012.
(5) Except as otherwise noted, all remaining unvested restricted shares will continue to vest at a rate of 25% per year of the original grant amount on the anniversary date of the grant.
(6) Stock options were granted under the Company's Special Equity Plan and vest 1/3 on each of May 19, 2018, 2019 and 2020.
(7) Performance share units ("PSUs") were granted under the Company's Special Equity Plan. Each PSU represents a contingent right to receive one share of common stock if predetermined levels of absolute common stock price compounded annual growth rate are achieved over a three-year performance period ending on the third anniversary of the grant date. The number of PSUs shown in the table represents the maximum number that could be earned; the target number is one-half the maximum number.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director10% OwnerOfficerOther
Wendt Jay C
10910 DOMAIN DRIVE, SUITE 300
AUSTIN, TX 78758


President, Products & Services

Signatures
/s/ Jessica Lochmann Allen, Attorney-in-Fact for Jay C. Wendt11/12/2019
**Signature of Reporting PersonDate

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