0001235802-18-000019.txt : 20180301 0001235802-18-000019.hdr.sgml : 20180301 20180301131811 ACCESSION NUMBER: 0001235802-18-000019 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20180228 FILED AS OF DATE: 20180301 DATE AS OF CHANGE: 20180301 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Farley Brian E CENTRAL INDEX KEY: 0001306117 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36814 FILM NUMBER: 18655877 MAIL ADDRESS: STREET 1: 2200 ZANKER ROAD STREET 2: SUITE F CITY: SAN JOSE STATE: CA ZIP: 95131 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: ENTELLUS MEDICAL INC CENTRAL INDEX KEY: 0001374128 STANDARD INDUSTRIAL CLASSIFICATION: SURGICAL & MEDICAL INSTRUMENTS & APPARATUS [3841] IRS NUMBER: 204627978 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 3600 HOLLY LANE NORTH STREET 2: SUITE 40 CITY: PLYMOUTH STATE: MN ZIP: 55447 BUSINESS PHONE: 763-463-1595 MAIL ADDRESS: STREET 1: 3600 HOLLY LANE NORTH STREET 2: SUITE 40 CITY: PLYMOUTH STATE: MN ZIP: 55447 4 1 primary_doc.xml PRIMARY DOCUMENT X0306 4 2018-02-28 1 0001374128 ENTELLUS MEDICAL INC ENTL 0001306117 Farley Brian E 3600 HOLLY LANE NORTH, SUITE 40 PLYMOUTH MN 55447 1 0 0 0 Common Stock, $0.001 par value 2018-02-28 4 D 0 291743 24 D 0 D Stock Option (right to buy) 1.36 2018-02-28 4 D 0 39563 22.64 D 2020-03-24 Common Stock 39563 0 D Stock Option (right to buy) 0.76 2018-02-28 4 D 0 28439 23.24 D 2022-02-08 Common Stock 28439 0 D Stock Option (right to buy) 1.24 2018-02-28 4 D 0 34510 22.76 D 2023-03-19 Common Stock 34510 0 D Stock Option (right to buy) 11.36 2018-02-28 4 D 0 188800 12.64 D 2024-12-16 Common Stock 188800 0 D Stock Option (right to buy) 18.26 2018-02-28 4 D 0 10000 5.74 D 2026-06-14 Common Stock 10000 0 D Stock Option (right to buy) 13.38 2018-02-28 4 D 0 5000 10.62 D 2027-06-13 Common Stock 5000 0 D Disposed of pursuant to an Agreement and Plan of Merger, dated December 7, 2017, between Entellus Medical, Inc., Stryker Corporation and Explorer Merger Sub Corp. in exchange for a cash payment of $24.00 per share. This option, which was fully vested on January 1, 2014, was canceled in the merger in exchange for a cash payment equal to: (a) the number of shares of Issuer common stock underlying the option, multiplied by (b) the excess of $24.00 over the per share exercise price of such option. This option, which was fully vested on December 31, 2015, was canceled in the merger in exchange for a cash payment equal to: (a) the number of shares of Issuer common stock underlying the option, multiplied by (b) the excess of $24.00 over the per share exercise price of such option. This option, which was fully vested on January 1, 2017, was canceled in the merger in exchange for a cash payment equal to: (a) the number of shares of Issuer common stock underlying the option, multiplied by (b) the excess of $24.00 over the per share exercise price of such option. This option, which provided for vesting in 48 equal monthly installments commencing on December 1, 2014, was canceled in the merger in exchange for a cash payment equal to: (a) the number of shares of Issuer common stock underlying the option, multiplied by (b) the excess of $24.00 over the per share exercise price of such option. This option, which provided for vesting in full on the earlier of June 14, 2017 and the date of the annual stockholder meeting following June 14, 2016, was canceled in the merger in exchange for a cash payment equal to: (a) the number of shares of Issuer common stock underlying the option, multiplied by (b) the excess of $24.00 over the per share exercise price of such option. This option, which provided for vesting in full on the earlier of June 13, 2018 and the date of the annual stockholder meeting following June 13, 2017, was canceled in the merger in exchange for a cash payment equal to: (a) the number of shares of Issuer common stock underlying the option, multiplied by (b) the excess of $24.00 over the per share exercise price of such option. /s/ Brent A. Moen, attorney-in-fact 2018-03-01