Statement of Changes in Beneficial Ownership (4)
April 05 2021 - 5:24PM
Edgar (US Regulatory)
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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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
*
Mendez Manuel O. |
2. Issuer Name and Ticker or Trading Symbol
Quotient Ltd
[
QTNT
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) Chief Executive Officer |
(Last)
(First)
(Middle)
C/O QUOTIENT LIMITED, B1, BUSINESS PARK, TERRE BONNE, ROUTE DE CRASSIER 13 |
3. Date of Earliest Transaction
(MM/DD/YYYY)
4/1/2021 |
(Street)
EYSINS, V8 1262
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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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. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. 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 Date | 7. 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) |
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Restricted Stock Units | (1) | 4/1/2021 | | A | | 905797 | | (2) | (2) | Ordinary Shares | 905797 | $0.00 | 905797 | D | |
Restricted Stock Units | (1) | 4/1/2021 | | A | | 163043 | | (3) | (3) | Ordinary Shares | 163043 | $0.00 | 163043 | D | |
Ordinary Share Option
(Right to Buy) | $3.68 | 4/1/2021 | | A | | 691141 | | (4) | 4/1/2031 | Ordinary Shares | 691141 | $0.00 | 691141 | D | |
Ordinary Share Option
(Right to Buy) | $3.68 | 4/1/2021 | | A | | 165874 | | (5) | 4/1/2031 | Ordinary Shares | 165874 | $0.00 | 165874 | D | |
Explanation of Responses: |
(1) | Restricted Stock Units convert into ordinary shares on a one-for-one basis. |
(2) | On April 1, 2021, the Reporting Person was granted 905,797 Restricted Stock Units. The Restricted Stock Units will vest in three years, with 50% vesting on the first anniversary of the date of grant, and 25% vesting on each of the second and third anniversaries of the date of grant. The Restricted Stock Units were granted as an inducement grant pursuant to Nasdaq listing rule 5635(c)(4). |
(3) | On April 1, 2021, the Reporting Person was granted 163,043 Restricted Stock Units, which will vest in three equal annual installments beginning April 1, 2022. The Restricted Stock Units were granted as an inducement grant pursuant to Nasdaq listing rule 5635(c)(4). |
(4) | The option vests and becomes exercisable in three equal installments beginning April 1, 2022. The option was granted as an inducement grant pursuant to Nasdaq listing rule 5635(c)(4). |
(5) | The option vests and becomes exercisable in three equal installments beginning April 1, 2022. The option was granted as an inducement grant pursuant to Nasdaq listing rule 5635(c)(4). |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Mendez Manuel O. C/O QUOTIENT LIMITED, B1, BUSINESS PARK TERRE BONNE, ROUTE DE CRASSIER 13 EYSINS, V8 1262 | X |
| Chief Executive Officer |
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Signatures
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/s/ Manuel O. Mendez, by So Yeon Kim his attorney in fact | | 4/5/2021 |
**Signature of Reporting Person | Date |
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