FORM 4
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES 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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(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security | 2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) | 6. Date Exercisable and Expiration Date | 7. Title and Amount of Securities Underlying Derivative Security | 8. Price of Derivative Security | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) | 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) | 11. Nature of Indirect Beneficial Ownership |
Code | V | (A) | (D) | Date Exercisable | Expriation Date | Title | Amount or Number of Shares |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Noll Austin Francis III NATUS MEDICAL INCORPORATED 3150 PLEASANT VIEW ROAD MIDDLETON, WI53562 | Executive VP and CCO |
/s/ DOUGLAS BALOG by POWER OF ATTORNEY | 2022-07-21 |
**Signature of Reporting Person | Date |
(*) | If the form is filed by more than one reporting person, see Instruction 5(b)(v). |
(**) | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | Represents the number of shares of Common Stock subject to performance-based stock unit awards that vested and were settled as a result of the merger ("Merger") pursuant to the previously announced Agreement and Plan of Merger, dated April 17, 2022, between Prince Parent Inc. ("Parent"), Prince Mergerco Inc, and Issuer ("Merger Agreement"). |
(2) | Disposed of as a result of the Merger. |
(3) | Each share of Common Stock, including shares underlying equity awards, was cancelled pursuant to the Merger Agreement in exchange for the right to receive the cash consideration provided in the Merger Agreement, subject to applicable tax withholding. |
(4) | This option, which provided for vesting in four equal annual installments beginning November 13, 2021, was cancelled in the Merger pursuant to the Merger Agreement in exchange for a cash payment, per option share, representing the difference between the per share exercise price of the option and the per share cash consideration provided in the Merger Agreement ($33.50), subject to applicable tax withholding. |
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Natus Medical Incorporated published this content on 21 July 2022 and is solely responsible for the information contained therein. Distributed by Public, unedited and unaltered, on 21 July 2022 21:13:02 UTC.