Statement of Changes in Beneficial Ownership (4)
12 March 2020 - 8:05AM
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
*
Jolly Keri |
2. Issuer Name and Ticker or Trading Symbol
HANGER, INC.
[
HNGR
]
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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 & Chief HR Officer |
(Last)
(First)
(Middle)
10910 DOMAIN DRIVE, SUITE 300 |
3. Date of Earliest Transaction
(MM/DD/YYYY)
3/9/2020 |
(Street)
AUSTIN, TX 78758
(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 | 3/9/2020 | | A(1) | | 5240 | A | $0 | 26508 | D | |
Common Stock | 3/9/2020 | | F(2) | | 1007 | D | $21.95 | 25501 (3)(4) | 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 |
Explanation of Responses: |
(1) | Represents a grant of time-based restricted stock under the Company's 2019 Omnibus Incentive Plan ("Plan"), which vests to the extent of 25% annually beginning on the first anniversary date of the grant and cumulatively vests to the extent of 25% each year thereafter. The restricted stock being reported does not include the contingent right of the reporting person to receive up to 5,240 additional performance shares under the Plan based on the achievement of certain performance targets for the fiscal year 2020. |
(2) | Reflects payment of tax liability by withholding shares of stock incident to vesting of restricted stock previously issued. |
(3) | Includes (i) unvested restricted shares totaling 5,240 shares of stock from an initial grant of 5,240 shares of restricted stock that begins to vest on March 9, 2021; (ii) unvested restricted shares and fully vested shares totaling 4,492 shares of stock from an initial grant of 4,955 shares of restricted stock made on March 8, 2019; (iii) unvested restricted shares and fully vested shares totaling 5,328 shares of stock from an initial grant of 5,872 shares of restricted stock made on March 8, 2019; (iv) unvested restricted shares and fully vested shares totaling 4,626 shares of stock from an initial grant of 5,103 shares of restricted stock made on June 21, 2018; (v) unvested restricted shares and fully vested shares totaling 5,815 shares of stock from an initial grant of 6,414 shares of restricted stock made on June 21, 2018. |
(4) | Except as otherwise noted, all remaining unvested restricted shares will continue to vest at a rate of 25% per year of the original grant amount on the anniversary date of the grant. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
Jolly Keri 10910 DOMAIN DRIVE, SUITE 300 AUSTIN, TX 78758 |
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| SVP & Chief HR Officer |
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Signatures
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/s/ Jessica Lochmann Allen, Attorney-in-Fact for Keri Jolly | | 3/11/2020 |
**Signature of Reporting Person | Date |
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