0001637761-23-000038.txt : 20230109 0001637761-23-000038.hdr.sgml : 20230109 20230109191841 ACCESSION NUMBER: 0001637761-23-000038 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20230105 FILED AS OF DATE: 20230109 DATE AS OF CHANGE: 20230109 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Winge John J. CENTRAL INDEX KEY: 0001644531 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36905 FILM NUMBER: 23519409 MAIL ADDRESS: STREET 1: C/O SEASPINE HOLDINGS CORPORATION STREET 2: 2302 LA MIRADA DRIVE CITY: VISTA STATE: CA ZIP: 92081 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: SeaSpine Holdings Corp CENTRAL INDEX KEY: 0001637761 STANDARD INDUSTRIAL CLASSIFICATION: SURGICAL & MEDICAL INSTRUMENTS & APPARATUS [3841] IRS NUMBER: 473251758 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 5770 ARMADA DRIVE CITY: CARLSBAD STATE: CA ZIP: 92008 BUSINESS PHONE: (760) 727-8399 MAIL ADDRESS: STREET 1: 5770 ARMADA DRIVE CITY: CARLSBAD STATE: CA ZIP: 92008 4 1 wf-form4_167330990764168.xml FORM 4 X0306 4 2023-01-05 1 0001637761 SeaSpine Holdings Corp SPNE 0001644531 Winge John J. C/O SEASPINE HOLDINGS CORPORATION 5770 ARMADA DR CARLSBAD CA 92008 0 1 0 0 Vice President, Sales Common Stock 2023-01-05 4 D 0 90951 D 0 D Restricted Stock Units 0.0 2023-01-05 4 D 0 14432 D Common Stock 14432.0 0 D Restricted Stock Units 2023-01-05 4 D 0 30248 D Common Stock 30248.0 0 D Employee Stock Option (Right to Buy) 15.68 2023-01-05 4 D 0 40000 D 2023-08-01 Common Stock 40000.0 0 D Employee Stock Option (Right to Buy) 14.19 2023-01-05 4 D 0 59562 D 2024-01-27 Common Stock 59562.0 0 D Employee Stock Option (Right to Buy) 18.24 2023-01-05 4 D 0 31118 D 2027-01-01 Common Stock 31118.0 0 D Employee Stock Option (Right to Buy) 12.01 2023-01-05 4 D 0 48678 D 2028-01-01 Common Stock 48678.0 0 D Employee Stock Option (Right to Buy) 9.93 2023-01-05 4 D 0 5342 D 2028-04-23 Common Stock 5342.0 0 D Employee Stock Option (Right to Buy) 15.0 2023-01-05 4 D 0 18912 D 2030-02-28 Common Stock 18912.0 0 D Disposed of pursuant to the Agreement and Plan of Merger by and among the issuer, SeaSpine Holdings Corporation, which became effective on January 5, 2023, in exchange for 37,862 Orthofix Medical Inc. ("Orthofix") ordinary shares having a market value of $22.76 per share at the effective time of the merger. Each restricted stock unit represents a contingent right to receive one share of SeaSpine Holdings Corporation common stock. The restricted stock units vest in three equal installments on each of January 28, 2022, 2023 and 2024. These restricted stock units were assumed by Orthofix in the merger and replaced by 6,008 Orthofix restricted stock units. The restricted stock units vest in three equal installments on each of February 28, 2023, 2024 and 2025. These restricted stock units were assumed by Orthofix in the merger and replaced by 12,592 Orthofix restricted stock units. The option vests as to 25% of the underlying shares on May 1, 2016 and the remaining 75% in twelve substantially equal quarterly installments thereafter. This option was assumed by Orthofix in the merger and replaced with an option to purchase 16,652 shares of Orthofix at a price of $37.67 per share. The option vests in sixteen substantially equal quarterly installments beginning on March 31, 2016. This option was assumed by Orthofix in the merger and replaced with an option to purchase 24,795 shares of Orthofix at a price of $34.09 per share. The option vests as to 25% of the underlying shares on January 1, 2020 and the remaining 75% in twelve substantially equal quarterly installments thereafter. This option was assumed by Orthofix in the merger and replaced with an option to purchase 12,954 shares of Orthofix at a price of $43.82 per share. The option vests as to 25% of the underlying shares on January 1, 2021 and the remaining 75% in twelve substantially equal quarterly installments thereafter. This option was assumed by Orthofix in the merger and replaced with an option to purchase 20,264 shares of Orthofix at a price of $28.85 per share. The option fully vested and became exercisable on June 21, 2020. This option was assumed by Orthofix in the merger and replaced with an option to purchase 2,223 shares of Orthofix at a price of $23.86 per share. The option vests as to 25% of the underlying shares on February 28, 2023 and the remaining 75% in twelve substantially equal quarterly installments thereafter. This option was assumed by Orthofix in the merger and replaced with an option to purchase 7,873 shares of Orthofix at a price of $36.04 per share. /s/Paul Benny, Attorney-in-Fact for John J. Winge 2023-01-09