0001209191-23-007653.txt : 20230207 0001209191-23-007653.hdr.sgml : 20230207 20230207175529 ACCESSION NUMBER: 0001209191-23-007653 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20230203 FILED AS OF DATE: 20230207 DATE AS OF CHANGE: 20230207 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Fernando Anthony C. J. CENTRAL INDEX KEY: 0001664960 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 000-19437 FILM NUMBER: 23596392 MAIL ADDRESS: STREET 1: 635 DAVIS DRIVE STREET 2: SUITE 300 CITY: MORRISVILLE STATE: NC ZIP: 27560 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: ASENSUS SURGICAL, INC. CENTRAL INDEX KEY: 0000876378 STANDARD INDUSTRIAL CLASSIFICATION: SURGICAL & MEDICAL INSTRUMENTS & APPARATUS [3841] IRS NUMBER: 112962080 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1 TW ALEXANDER DRIVE STREET 2: SUITE 160 CITY: DURHAM STATE: NC ZIP: 27703 BUSINESS PHONE: 919-765-8400 MAIL ADDRESS: STREET 1: 1 TW ALEXANDER DRIVE STREET 2: SUITE 160 CITY: DURHAM STATE: NC ZIP: 27703 FORMER COMPANY: FORMER CONFORMED NAME: TRANSENTERIX, INC. DATE OF NAME CHANGE: 20190712 FORMER COMPANY: FORMER CONFORMED NAME: TRANSENTERIX INC. DATE OF NAME CHANGE: 20131210 FORMER COMPANY: FORMER CONFORMED NAME: SafeStitch Medical, Inc. DATE OF NAME CHANGE: 20080211 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2023-02-03 0 0000876378 ASENSUS SURGICAL, INC. ASXC 0001664960 Fernando Anthony C. J. C/O ASENSUS SURGICAL, INC. 1 TW ALEXANDER DRIVE, SUITE 160 DURHAM NC 27703 1 1 0 0 President and CEO Common Stock 2023-02-04 4 M 0 1207002 0.00 A 2030119 D Common Stock 2023-02-04 4 F 0 541726 0.75 D 1488393 D Stock Options 0.75 2023-02-03 4 A 0 375000 0.00 A 2030-02-03 Common Stock 375000 375000 D Restricted Stock Units 0.00 2023-02-03 4 A 0 750000 0.00 A Common Stock 750000 750000 D Restricted Stock Units 0.00 2023-02-03 4 A 0 375000 0.00 A Common Stock 375000 375000 D Restricted Stock Units 0.00 2023-02-04 4 M 0 80000 0.00 D Common Stock 80000 0 D Restricted Stock Units 0.00 2023-02-04 4 M 0 53333 0.00 D Common Stock 53333 0 D Restricted Stock Units 0.00 2023-02-04 4 M 0 234085 0.00 D Common Stock 234085 234086 D Restricted Stock Units 0.00 2023-02-04 4 M 0 234085 0.00 D Common Stock 234085 234086 D Restricted Stock Units 0.00 2023-02-04 4 M 0 280899 0.00 D Common Stock 280899 0 D Restricted Stock Units 0.00 2023-02-04 4 M 0 162300 0.00 D Common Stock 162300 324600 D Restricted Stock Units 0.00 2023-02-04 4 M 0 162300 0.00 D Common Stock 162300 324600 D This transaction represents the payment of a tax liability on the lapse of forfeiture restrictions on a derivative security and acquisition of the underlying shares. Vests one-third annually on each of the first three anniversaries of the date of grant, subject to acceleration as set forth in the Registrant's Amended and Restated Incentive Compensation Plan ("Plan") and the Reporting Person's Employment Agreement with the Registrant ("Employment Agreement"). Each performance-based restricted stock unit ("PRSU") represents the right to receive one share of the Registrant's common stock. PRSU award with time-based vesting in three equal installments on each of February 4, 2024, 2025 and 2026, and performance-based vesting only if designated corporate goals are achieved. The Reporting Person must continue to provide services to the Company during the vesting period. Each restricted stock unit ("RSU") represents the right to receive one share of the Registrant's common stock. Forfeiture restrictions will lapse on the RSUs in three installments on each of February 4, 2024, 2025 and 2026, as long as the Reporting Person remains in continuous service during the vesting period, subject to acceleration as set forth in the Plan and the Reporting Person's Employment Agreement. Lapse of forfeiture restrictions on final one-third of a PRSU award granted on June 8, 2020 upon the achievement of time and performance goals. Lapse of forfeiture restrictions on final one-third of a RSU award granted on June 8, 2020. Lapse of forfeiture restrictions on the second one-third of an award of RSUs from this grant made on February 8, 2021. The remaining RSUs will vest on February 4, 2024, as long as the Reporting Person provides continuous service to the Company during the vesting period, and subject to acceleration as set forth in the Registrant's Incentive Compensation Plan and the Reporting Person's Employment Agreement. Lapse of forfeiture restrictions on second one-third of a PRSU award granted on February 8, 2021 upon the achievement of time and performance goals. Forfeiture restrictions will lapse on the remaining PRSUs on February 4, 2024, as long as the Reporting Person provides continuous service during the vesting period, subject to acceleration as set forth in the Registrant's Plan and the Reporting Person's Employment Agreement. Lapse of forfeiture restrictions on a discretionary retention award made on February 4, 2022. Lapse of forfeiture restrictions on the first one-third of an award of RSUs from this grant made on February 4, 2022. The remaining RSUs will vest in equal installments on each of February 4, 2024 and 2025, as long as the Reporting Person provides continuous service to the Company during the vesting period, and subject to acceleration as set forth in the Registrant's Incentive Compensation Plan and the Reporting Person's Employment Agreement. Lapse of forfeiture restrictions on one-third of a PRSU award granted on February 4, 2022 upon the achievement of time and performance goals. Forfeiture restrictions will lapse on the remaining PRSUs on each of February 4, 2024 and 2025, subject to acceleration as set forth in the Registrant's Plan and the Reporting Person's Employment Agreement. /s/Joshua Weingard, as Attorney-in-Fact for Anthony Fernando 2023-02-07