Statement of Changes in Beneficial Ownership (4)
July 27 2020 - 7:03PM
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
*
Waldman Louis S. |
2. Issuer Name and Ticker or Trading Symbol
IRADIMED CORP
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IRMD
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner _____ Officer (give title below) _____ Other (specify below) Former Controller |
(Last)
(First)
(Middle)
C/O IRADIMED CORPORATION, 1025 WILLA SPRINGS DR. |
3. Date of Earliest Transaction
(MM/DD/YYYY)
7/24/2020 |
(Street)
WINTER SPRINGS, FL 32708
(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 | 7/24/2020 | | M(1) | | 5155 | A | $0 | 40155 | D | |
Common Stock | 7/24/2020 | | F | | 1254 (2) | D | $23.47 | 38901 | D | |
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 | (3) | 7/24/2020 | | M (1) | | | 750 | (4) | (4) | Common Stock | 750 | $0 | 0 | D | |
Restricted Stock Units | (3) | 7/24/2020 | | M (1) | | | 1476 | (4) | (4) | Common Stock | 1476 | $0 | 0 | D | |
Restricted Stock Units | (3) | 7/24/2020 | | M (1) | | | 1181 | (4) | (4) | Common Stock | 1181 | $0 | 0 | D | |
Restricted Stock Units | (3) | 7/24/2020 | | M (1) | | | 1748 | (4) | (4) | Common Stock | 1748 | $0 | 0 | D | |
Explanation of Responses: |
(1) | As previously disclosed, the reporting person received restricted stock units under the Issuer's 2014 Equity Incentive Plan on December 14, 2016, December 4, 2017, December 7, 2018, and December 7, 2019. Pursuant to the reporting person's separation agreement with the Issuer (the "Separation Agreement"), upon his separation from the Issuer on July 24, 2020 (the "Retirement Date"), all of his unvested restricted stock units, amounting to 5,155 shares of common stock, accelerated and vested as of the Retirement Date as follows: (i) 750 unvested restricted stock units accelerated and vested from the December 14, 2016 grant; (ii) 1,476 unvested restricted stock units accelerated and vested from the December 4, 2017 grant; (iii) 1,181 unvested restricted stock units accelerated and vested from the December 7, 2018 grant; and (iv) 1,748 unvested restricted stock units accelerated and vested from the December 7, 2019 grant (collectively, the "RSUs"). |
(2) | Shares surrendered to the Issuer for payment of tax liability incident to the accelerated vesting of a total of 5,155 restricted stock units. |
(3) | Each restricted stock unit represents a contingent right to receive one share of the Issuer's common stock. |
(4) | All of the unvested RSUs were accelerated on the Retirement Date pursuant to the terms of the Separation Agreement. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Waldman Louis S. C/O IRADIMED CORPORATION 1025 WILLA SPRINGS DR. WINTER SPRINGS, FL 32708 |
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| Former Controller |
Signatures
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/s/ Louis S. Waldman | | 7/27/2020 |
**Signature of Reporting Person | Date |
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