0001214659-17-000581.txt : 20170131 0001214659-17-000581.hdr.sgml : 20170131 20170131210256 ACCESSION NUMBER: 0001214659-17-000581 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20170128 FILED AS OF DATE: 20170131 DATE AS OF CHANGE: 20170131 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Varex Imaging Corp CENTRAL INDEX KEY: 0001681622 STANDARD INDUSTRIAL CLASSIFICATION: ELECTRONIC COMPONENTS, NEC [3679] IRS NUMBER: 813434516 STATE OF INCORPORATION: DE FISCAL YEAR END: 0930 BUSINESS ADDRESS: STREET 1: 1678 S. PIONEER ROAD CITY: SALT LAKE CITY STATE: UT ZIP: 84104 BUSINESS PHONE: 800-432-4422 MAIL ADDRESS: STREET 1: 1678 S. PIONEER ROAD CITY: SALT LAKE CITY STATE: UT ZIP: 84104 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Jonaitis Mark S. CENTRAL INDEX KEY: 0001695264 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-37860 FILM NUMBER: 17562839 MAIL ADDRESS: STREET 1: 1678 S. PIONEER ROAD CITY: SALT LAKE CITY STATE: UT ZIP: 84104 4 1 marketforms-37690.xml PRIMARY DOCUMENT X0306 4 2017-01-28 0001681622 Varex Imaging Corp VREX 0001695264 Jonaitis Mark S. C/O VAREX IMAGING CORP 1678 S. PIONEER ROAD SALT LAKE CITY UT 84104 false true false false SVP and GM, X-Ray Sources Non-Qualified Stock Option (right to buy) 2017-01-28 4 A false 0 0 A 2017-05-14 Common Stock 0 D Non-Qualified Stock Option (right to buy) 2017-01-28 4 A false 0 0 A 2018-11-11 Common Stock 0 D Non-Qualified Stock Option (right to buy) 2017-01-28 4 A false 0 0 A 2019-11-09 Common Stock 0 D Non-Qualified Stock Option (right to buy) 2017-01-28 4 A false 0 0 A 2021-02-21 Common Stock 0 D Non-Qualified Stock Option (right to buy) 2017-01-28 4 A false 0 0 A 2022-02-13 Common Stock 0 D Non-Qualified Stock Option (right to buy) 2017-01-28 4 A false 0 0 A 2023-02-12 Common Stock 0 D Restricted Stock Units 2017-01-28 4 A false 0 0 A Common Stock 0 D Restricted Stock Units 2017-01-28 4 A false 0 0 A Common Stock 0 D Restricted Stock Units 2017-01-28 4 A false 0 0 A Common Stock 0 D Restricted Stock Units 2017-01-28 4 A false 0 0 A Common Stock 0 D In connection with the Spin-off of the Issuer from Varian Medical Systems Inc. ("Varian") on January 28, 2017 (the "Spin-off"), each outstanding Varian stock option award held by the reporting person was converted into an award of options to purchase shares of the Issuer's common stock. The number of shares underlying the option award, and the exercise price thereof, will be adjusted (based in part on the simple average of the closing per-share price of Issuer's common stock trading on the Nasdaq Global Select Market during each of the first five full trading sessions following the Spin-off) in a manner intended to preserve the aggregate intrinsic value of the original Varian option award. Once the number of shares of the Issuer's common stock underlying this option award, and the exercise price thereof, has been determined, an amended Form 4 will be filed disclosing such information. Option is subject to a three year vesting schedule, 1/3 of the total number of shares vests in one year from May 14, 2010 and the remaining vests monthly thereafter Option is subject to a three year vesting schedule, 1/3 of the total number of shares vests in one year from November 11, 2011 and the remaining vests monthly thereafter Option is subject to a three year vesting schedule, 1/3 of the total number of shares vests in one year from November 9, 2012 and the remaining vests monthly thereafter. Option is subject to a three year vesting schedule, 1/3 of the total number of shares vests in one year from February 21, 2014 and the remaining vests monthly thereafter. Option is subject to a three year vesting schedule, 1/3 of the total number of shares vests in one year from February 13, 2015 and the remaining vests monthly thereafter. Option is subject to a three year vesting schedule, 1/3 of the total number of shares vests in one year from February 12, 2016 and the remaining vests monthly thereafter. In connection with the Spin-off, each outstanding deferred stock unit ("RSU") award held by the reporting person was converted into a RSU award denominated in shares of the Issuer's common stock. The number of shares underlying the RSU award will be adjusted (based in part on the simple average of the closing per-share price of Issuer's common stock trading on the Nasdaq Global Select Market during each of the first five full trading sessions following the Spin-off) in a manner intended to preserve the aggregate intrinsic value of the original Varian RSU award. Once the number of shares of the Issuer's common stock underlying this RSU award has been determined, an amended Form 4 will be filed disclosing such information. Each RSU represents a contingent right to receive one share of the Issuer's underlying common stock. These RSUs vest February 21, 2017. Vested shares will be delivered to the reporting person upon vest date. These RSUs vest in two equal installments beginning on February 13, 2017. Vested shares will be delivered to the reporting person upon vest date. These RSUs vest in three equal annual installments beginning on February 12, 2017. Vested shares will be delivered to the reporting person upon vest date. /s/ Kimberly E. Honeysett, Attorney-in-fact 2017-01-31