Initial Statement of Beneficial Ownership (3)
May 10 2019 - 4:29PM
Edgar (US Regulatory)
FORM 3
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0104
Estimated average burden
hours per response...
0.5
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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
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1. Name and Address of Reporting Person
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Jensen Tyler
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2. Date of Event Requiring Statement (MM/DD/YYYY)
5/10/2019
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3. Issuer Name
and
Ticker or Trading Symbol
GenMark Diagnostics, Inc. [GNMK]
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(Last)
(First)
(Middle)
5964 LA PLACE COURT
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4. Relationship of Reporting Person(s) to Issuer (Check all applicable)
_____ Director
_____ 10% Owner
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X
___ Officer (give title below)
_____ Other (specify below)
SVP, Engineering and Tech Dev /
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(Street)
SAN DIEGO, CA 92008
(City)
(State)
(Zip)
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5. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
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X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Beneficially Owned
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1.Title of Security
(Instr. 4)
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2. Amount of Securities Beneficially Owned
(Instr. 4)
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3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
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4. Nature of Indirect Beneficial Ownership
(Instr. 5)
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Common Stock
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135658
(1)
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D
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Table II - Derivative Securities Beneficially Owned (
e.g.
, puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security
(Instr. 4)
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2. Date Exercisable and Expiration Date
(MM/DD/YYYY)
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3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
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4. Conversion or Exercise Price of Derivative Security
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5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
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6. Nature of Indirect Beneficial Ownership
(Instr. 5)
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Date Exercisable
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Expiration Date
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Title
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Amount or Number of Shares
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Stock Option (Right to Buy)
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(2)
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3/6/2024
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Common Stock
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7000.0
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$12.3
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D
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Stock Option (Right to Buy)
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(3)
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2/19/2025
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Common Stock
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14500.0
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$13.17
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D
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Stock Option (Right to Buy)
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(4)
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8/5/2023
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Common Stock
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10000.0
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$9.96
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D
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Market Stock Units
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(5)
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(5)
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Common Stock
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8334.0
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$0.0
(5)
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D
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Market Stock Units
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(6)
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(6)
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Common Stock
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17500.0
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$1.0
(6)
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D
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Explanation of Responses:
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(1)
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The amount reported reflects common stock held by the Reporting Person as well as restricted stock units granted to a Reporting Person pursuant to the Issuer's 2010 Equity Incentive Plan. Of the reported amount, 91,125 shares represent restricted stock units that vest 25% on the first anniversary of the grant date and the remaining shares subject to each award vest in 12 equal quarterly installments thereafter.
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(2)
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The stock option was granted on March 6, 2014 and vests as follows: 25% of the stock option vests on the first anniversary of the grant date with the remaining shares vesting in equal monthly installments thereafter over the following three years.
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(3)
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The stock option was granted on February 19, 2015 and vests as follows: 25% of the stock option vests on the first anniversary of the grant date with the remaining shares vesting in equal monthly installments thereafter over the following three years.
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(4)
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The stock option was granted on August 5, 2013 and vests as follows: 25% of the stock option vests on the first anniversary of the grant date with the remaining shares vesting in equal monthly installments thereafter over the following three years.
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(5)
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12,500 MSUs were granted to the Reporting Person on February 27, 2018 and 4,570 shares vested during the year ended December 31, 2018. MSUs vest in three equal annual installments on each December 31, 2018, December 31, 2019, and December 31, 2020; provided that, at the end of the second and third performance periods, the Reporting Person is eligible to receive any shares that were not earned in the first and second performance periods to the extent that the Issuer's two-year or three-year total shareholder return, as applicable, exceeds the prior performance results as compared to the NASDAQ Composite Index.
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(6)
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17,500 MSUs were granted to the Reporting Person on February 18, 2019. MSUs vest in three equal annual installments on each December 31, 2019, December 31, 2020, and December 31, 2021; provided that, at the end of the second and third performance periods, the Reporting Person is eligible to receive any shares that were not earned in the first and second performance periods to the extent that the Issuer's two-year or three-year total shareholder return, as applicable, exceeds the prior performance results as compared to the NASDAQ Composite Index.
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Reporting Owners
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Reporting Owner Name / Address
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Relationships
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Director
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10% Owner
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Officer
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Other
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Jensen Tyler
5964 LA PLACE COURT
SAN DIEGO, CA 92008
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SVP, Engineering and Tech Dev
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Signatures
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/s/ Eric Stier, Attorney-in-fact
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5/10/2019
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**
Signature of Reporting Person
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Date
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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*
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If the form is filed by more than one reporting person,
see
Instruction 5(b)(v).
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**
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Intentional misstatements or omissions of facts constitute Federal Criminal Violations.
See
18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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Note:
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File three copies of this Form, one of which must be manually signed. If space is insufficient,
see
Instruction 6 for procedure.
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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.
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