Statement of Changes in Beneficial Ownership (4)
May 27 2020 - 7:55PM
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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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
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1. Name and Address of Reporting Person
*
Kroll Werner |
2. Issuer Name and Ticker or Trading Symbol
QUIDEL CORP /DE/
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QDEL
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) SVP, R&D |
(Last)
(First)
(Middle)
9975 SUMMERS RIDGE ROAD |
3. Date of Earliest Transaction
(MM/DD/YYYY)
5/22/2020 |
(Street)
SAN DIEGO, CA 92121
(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 | 5/22/2020 | | M | | 17596 | A | $23.41 | 22195 (1) | D | |
Common Stock | 5/22/2020 | | M | | 35192 | A | $15.40 | 57387 | D | |
Common Stock | 5/22/2020 | | M | | 10758 | A | $21.08 | 68145 | D | |
Common Stock | 5/22/2020 | | M | | 4606 | A | $46.41 | 72751 | D | |
Common Stock | 5/22/2020 | | S | | 68152 | D | $174.4358 (2) | 4599 | D | |
Common Stock | 5/27/2020 | | M | | 4376 (3) | A | $0.00 | 8975 | D | |
Common Stock | 5/27/2020 | | F | | 2304 (4) | D | $0.00 | 6671 | 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 |
Non-Qualified Stock Options | $23.41 | 5/22/2020 | | M | | | 17596 | (5) | 2/5/2025 | Common Stock | 17596 | $0.00 | 0 | D | |
Non-Qualified Stock Options | $15.40 | 5/22/2020 | | M | | | 35192 | (6) | 2/10/2026 | Common Stock | 35192 | $0.00 | 0 | D | |
Non-Qualified Stock Options | $21.08 | 5/22/2020 | | M | | | 10758 | (7) | 2/15/2027 | Common Stock | 10758 | $0.00 | 3585 | D | |
Non-Qualified Stock Options | $46.41 | 5/22/2020 | | M | | | 4606 | (8) | 1/16/2028 | Common Stock | 4606 | $0.00 | 4606 | D | |
Restricted Stock Units | (9) | 5/27/2020 | | M | | | 4376 | (10) | (10) | Common Stock | 4376 | $0.00 | 8752 | D | |
Explanation of Responses: |
(1) | The amount of securities beneficially owned following this transaction include an additional 272 shares due to the Reporting Person's purchase of shares pursuant to the Issuer's Employee Stock Purchase Plan. |
(2) | The weighted average sale price for these transactions was $174.4358 per share, with a range of $171.69 to $180.50. Upon request, the Reporting Person hereby undertakes to provide to staff of the U.S. Securities and Exchange Commission, the Issuer, or a security holder, the full information regarding the number of shares sold at each separate price. |
(3) | Reflects release of restricted stock units that were previously reported on Form 4. |
(4) | The disposition of shares, as set forth above, was in connection with the Issuer's withholding of common shares to satisfy tax withholding obligations related to the issuance of common shares upon vesting of restricted stock units. |
(5) | 17,596 shares vested on 02/05/2017; 8,798 shares vested on 02/05/2018; and 8,798 shares vested on 02/05/2019. |
(6) | 17,596 shares vested on 02/10/2018; 8,798 shares vested on 02/10/2019; and 8,798 shares vested on 02/10/2020. |
(7) | 7,172 shares vested on 02/15/2019; 3,586 shares vested on 02/15/2020; and 3,585 shares will vest on 02/15/2021. |
(8) | 4,606 shares vested on 01/16/2020; 2,303 shares will vest on 01/16/2021; and 2,303 shares will vest on 01/16/2022. |
(9) | Restricted stock units convert into common stock on a one-for-one basis. |
(10) | On 05/27/2014, the Reporting Person was granted 17,505 restricted stock units vesting as follows: 4,377 shares vested on 05/27/2019; 4,376 shares vested on 05/27/2020; 4,376 shares will vest on 05/27/2021; and 4,376 shares will vest on 05/27/2022. |
Remarks: All transactions occurring on May 22, 2020 were effected pursuant to a pre-established 10b5-1 trading plan |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Kroll Werner 9975 SUMMERS RIDGE ROAD SAN DIEGO, CA 92121 |
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| SVP, R&D |
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Signatures
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Robert J. Bujarski, attorney-in-fact for Werner Kroll | | 5/27/2020 |
**Signature of Reporting Person | Date |
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