Statement of Changes in Beneficial Ownership (4)
March 14 2019 - 5:48PM
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).
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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OMB APPROVAL
OMB Number:
3235-0287
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
*
Braunstein Douglas L
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2. Issuer Name
and
Ticker or Trading Symbol
Corindus Vascular Robotics, Inc.
[
CVRS
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__
X
__ Director
_____ 10% Owner
_____ Officer (give title below)
_____ Other (specify below)
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(Last)
(First)
(Middle)
C/O HUDSON EXECUTIVE CAPITAL LP, 570 LEXINGTON AVENUE, 35TH FLOOR
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3. Date of Earliest Transaction
(MM/DD/YYYY)
3/12/2019
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(Street)
NEW YORK, NY 10022
(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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Common Stock
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3/12/2019
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P
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2899391
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A
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$1.3796
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14235545
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I
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See Footnote
(1)
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Common Stock
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73589
(2)
(3)
(4)
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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. 3)
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2. Conversion or Exercise Price of Derivative Security
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3. Trans. Date
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3A. Deemed Execution Date, if any
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4. Trans. Code
(Instr. 8)
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5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
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6. Date Exercisable and Expiration Date
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7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4)
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8. Price of Derivative Security
(Instr. 5)
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9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)
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10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)
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11. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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(A)
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(D)
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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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Explanation of Responses:
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(1)
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Hudson Executive Capital LP, a Delaware limited partnership ("Hudson Executive"), as the investment advisor to certain affiliated investment funds, and HEC Management GP LLC, a Delaware limited liability company ("Management GP"), as the general partner of Hudson Executive, may be deemed to be the beneficial owners of the securities. By virtue of Mr. Braunstein's position as Managing Partner of Hudson Executive and Managing Member of Management GP, Mr. Braunstein may be deemed to be the beneficial owner of the securities reported for purposes of Rule 16a-1(a). Mr. Braunstein disclaims any beneficial ownership of the securities reported, except to the extent of any pecuniary interest therein.
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(2)
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Includes 53,326 shares of common stock related to restricted stock units ("RSUs") granted to Mr. Braunstein, a member of the board of directors of Corindus Vascular Robotics, Inc. ("Corindus"), as part of his 2018 annual equity award. The RSUs provide for vesting in quarterly installments on August 31, 2018, November 30, 2018, February 28, 2019 and May 31, 2019, subject to Mr.Braunstein's continuous service with Corindus through each such vesting date.
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(3)
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Includes 6,780 shares of common stock related to RSUs granted to Mr. Braunstein as part of his 2017 annual equity award with vesting beginning as of March 16, 2018, the date of the reporting person's appointment as a director. The RSUs vest in four quarterly installments on June 16, 2018, September 16, 2018, December 16, 2018 and March 16, 2019, subject to Mr. Braunstein's continuous service with Corindus through each such vesting date.
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(4)
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Includes 13,483 shares of common stock issued to Mr. Braunstein pursuant to the Corindus Director Compensation Policy in lieu of the retainer due to Mr. Braunstein.
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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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Braunstein Douglas L
C/O HUDSON EXECUTIVE CAPITAL LP
570 LEXINGTON AVENUE, 35TH FLOOR
NEW YORK, NY 10022
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X
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Signatures
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/s/ Douglas L. Braunstein
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3/14/2019
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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 4(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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