Statement of Changes in Beneficial Ownership (4)
02 October 2019 - 6:32AM
Edgar (US Regulatory)
FORM 4
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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 Number:
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
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Onopchenko John |
2. Issuer Name and Ticker or Trading Symbol
ENDOLOGIX INC /DE/
[
ELGX
]
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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) CEO and Director
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(Last)
(First)
(Middle)
2 MUSICK |
3. Date of Earliest Transaction
(MM/DD/YYYY)
9/27/2019
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(Street)
IRVINE, CA 92618
(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)
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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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Option to Purchase
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$53.0
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9/27/2019
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D
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19034 (1)
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10/30/2018
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10/30/2027
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Common Stock
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19034.0
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(2)
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0
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D
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Option to Purchase
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$43.6
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9/27/2019
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D
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19864 (3)
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5/2/2019
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5/2/2028
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Common Stock
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19864.0
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(2)
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0
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D
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Option to Purchase
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$4.71
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9/27/2019
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A
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12968 (4)
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9/10/2020
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9/10/2026
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Common Stock
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12968.0
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(2)
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12968
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D
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Explanation of Responses:
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(1)
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Twenty-five percent of the options vested upon one year of service and the remaining balance continued to vest in equal monthly installments thereafter.
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(2)
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The issuer cancelled, pursuant to the issuer's option exchange program which expired on September 9, 2019, (i) an option for 19,034 shares of common stock granted to the reporting person on October 30, 2017, and (ii) an option for 19,864 shares of common stock granted to the reporting person on May 2, 2018. In exchange, the reporting person received a new stock option, for 12,968 shares, having an exercise price of $4.71 per share, which is equal to the closing price per share of the common stock on the NASDAQ Global Market on September 10, 2019.
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(3)
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One-third of the options vested on May 2, 2019 and the remaining balance was scheduled to vest in equal annual installments thereafter.
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(4)
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The options vest in three equal annual installments over a three-year period commencing on September 10, 2019.
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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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Onopchenko John 2 MUSICK IRVINE, CA 92618
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X
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CEO and Director
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Signatures
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John Onopchenko by Timothy N. Brady Attorney-in-Fact for Reporting Person
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10/1/2019
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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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