0000899243-16-025084.txt : 20160713 0000899243-16-025084.hdr.sgml : 20160713 20160713171410 ACCESSION NUMBER: 0000899243-16-025084 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20160713 FILED AS OF DATE: 20160713 DATE AS OF CHANGE: 20160713 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: LDR HOLDING CORP CENTRAL INDEX KEY: 0001348324 STANDARD INDUSTRIAL CLASSIFICATION: SURGICAL & MEDICAL INSTRUMENTS & APPARATUS [3841] IRS NUMBER: 203933262 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 13785 RESEARCH BOULEVARD STREET 2: SUITE 200 CITY: AUSTIN STATE: TX ZIP: 78750 BUSINESS PHONE: 512-344-3333 MAIL ADDRESS: STREET 1: 13785 RESEARCH BOULEVARD STREET 2: SUITE 200 CITY: AUSTIN STATE: TX ZIP: 78750 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Lavigne Christophe CENTRAL INDEX KEY: 0001586629 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36095 FILM NUMBER: 161766141 MAIL ADDRESS: STREET 1: C/O LDR HOLDING CORPORATION STREET 2: 13785 RESEARCH BLVD STE 200 CITY: AUSTIN STATE: TX ZIP: 78750 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2016-07-13 1 0001348324 LDR HOLDING CORP LDRH 0001586629 Lavigne Christophe LDR HOLDING CORPORATION 13785 RESEARCH BLVD STE 200 AUSTIN TX 78750 1 1 0 0 President & CEO Common Stock 2016-07-13 4 U 0 684153 37.00 D 174 D Common Stock 2016-07-13 4 D 0 174 37.00 D 0 D Incentive Stock Option (right to buy) 6.534 2016-07-13 4 D 0 10737 30.466 D 2022-07-10 Common Stock 10737 0 D Non-Qualified Stock Option (right to buy) 6.534 2016-07-13 4 D 0 24315 30.466 D 2022-07-10 Common Stock 24315 0 D Non-Qualified Stock Option (right to buy) 15.00 2016-07-13 4 D 0 82962 22.00 D 2023-10-08 Common Stock 82962 0 D Non-Qualified Stock Option (right to buy) 27.41 2016-07-13 4 D 0 55000 9.59 D 2024-01-16 Common Stock 55000 0 D Restricted Stock Unit (RSU) 2016-07-13 4 D 0 20624 37.00 D Common Stock 20624 0 D Performance Shares 2016-07-13 4 D 0 13456 37.00 D Common Stock 13456 0 D Non-Qualified Stock Option (right to buy) 32.78 2016-07-13 4 D 0 50000 4.22 D 2025-01-01 Common Stock 50000 0 D Restricted Stock Unit (RSU) 2016-07-13 4 D 0 18750 37.00 D Common Stock 18750 0 D Non-Qualified Stock Option (right to buy) 25.11 2016-07-13 4 D 0 63768 11.89 D 2026-01-01 Common Stock 63768 0 D Restricted Stock Unit (RSU) 2016-07-13 4 D 0 31884 37.00 D Common Stock 31884 0 D Performance Shares 2016-07-13 4 A 0 31884 0.00 A Common Stock 31884 31884 D Performance Shares 2016-07-13 4 D 0 31884 37.00 D Common Stock 31884 0 D Includes 594 ESPP shares acquired under the Issuer's Amended and Restated 2013 Employee Stock Purchase Plan on May 31, 2016. Includes 174 ESPP shares acquired under the Issuer's Amended and Restated 2013 Employee Stock Purchase Plan on July 11, 2016. Pursuant to the terms of the Agreement and Plan of Merger dated June 6, 2016, by and among the Issuer, Zimmer Biomet Holdings, Inc. and LH Merger Sub, Inc., as amended through the date of this form (the "Merger Agreement"), each option, whether vested or unvested, became fully vested immediately prior to the effective time of the merger (the "Merger Effective Time" and such merger, the "Merger") and was automatically canceled and converted into the right to receive an amount in cash equal to the product of (i) the excess, if any, of (A) $37.00 per share in cash (the "Merger Consideration") over (B) the exercise price per share subject to such option, and (ii) the number of shares underlying such option. Each restricted stock unit ("RSU") represents a right to receive one share of the Issuer's common stock. Pursuant to the Merger Agreement, each RSU, whether vested or unvested, became fully vested immediately prior to the Merger Effective Time and was cancelled and converted into the right to receive an amount in cash equal to the product of (i) the Merger Consideration multiplied by (ii) the number of shares subject to such RSU. Each performance-based restricted stock unit ("PSU") represents the right to acquire one share of the Issuer's common stock. Pursuant to the Merger Agreement, each PSU, whether vested or unvested, became fully vested immediately prior to the Merger Effective Time and was canceled and converted into the right to receive an amount in cash equal to the product of (i) the Merger Consideration multiplied by (ii) the number of shares subject to such PSU. On January 1, 2016, the Reporting Person was awarded a number of PSUs within a preset range, with the actual number contingent upon the achievement of certain performance criteria. In connection with the consummation of the Merger and the related transactions, the Compensation Committee of the Issuer's Board of Directors approved the achievement of the performance criteria and determined the actual number of PSUs was at the target level. Each PSU represents the right to acquire one share of the Issuer's common stock. /s/ Denise Cruz for Christophe Lavigne 2016-07-13