0001669639-16-000002.txt : 20160316 0001669639-16-000002.hdr.sgml : 20160316 20160316215431 ACCESSION NUMBER: 0001669639-16-000002 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20160311 FILED AS OF DATE: 20160316 DATE AS OF CHANGE: 20160316 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: ICU MEDICAL INC/DE CENTRAL INDEX KEY: 0000883984 STANDARD INDUSTRIAL CLASSIFICATION: SURGICAL & MEDICAL INSTRUMENTS & APPARATUS [3841] IRS NUMBER: 330022692 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 951 CALLE AMANECER CITY: SAN CLEMENTE STATE: CA ZIP: 92763-6212 BUSINESS PHONE: 949-366-2183 MAIL ADDRESS: STREET 1: 951 CALLE AMANECER CITY: SAN CLEMENTE STATE: CA ZIP: 92763-6212 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Sanzone Virginia Ruth CENTRAL INDEX KEY: 0001669639 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-34634 FILM NUMBER: 161511144 MAIL ADDRESS: STREET 1: 951 CALLE AMANECER CITY: SAN CLEMENTE STATE: CA ZIP: 92673 3 1 edgardoc.xml PRIMARY DOCUMENT X0206 3 2016-03-11 0 0000883984 ICU MEDICAL INC/DE ICUI 0001669639 Sanzone Virginia Ruth 951 CALLE AMANECER SAN CLEMENTE CA 92673 0 1 0 0 VP, General Counsel Common Stock 0.0 2018-08-24 Common Stock 9147 D Common Stock 0.0 2018-12-31 Common Stock 3470 D Common Stock 0.0 2019-02-05 Common Stock 3470 D These securities are Restricted Stock Units and were granted on 8/24/2015. One third of the Units subject to the award shall vest on each of the first, second, and third anniversaries of the grant date. These are restricted stock units that fully vest 3 years from the grant date. There is neither a purchase price nor an exercise price for the Restricted Stock Units. These securities are Performance Restricted Stock Units and were granted on 2/5/16. The vesting for this performance-based restricted stock unit ("PRSU") award is dependent upon the reporting person's earning PRSUs based on the achievement of performance criteria related to the Company's fiscal year 2018 Adjusted EBITDA per share CAGR in comparison to the fiscal year 2015 Adjusted EBITDA per weighted average basic share. The number of shares reported is the target award amount.The reporting person may potentially earn PRSUs ranging from 100% to 300% of the target award amount. The shares subject to the actual earned PRSU award will vest prior to March 15, 2019, the determination date, based on certification of the achievement of the performance criteria. These securities are Restricted Stock Units and were granted on 2/5/2016. By: Paula Darbyshire For: Virginia R. Sanzone 2016-03-16 EX-24 2 poavsanzone.txt EDGAR SUPPORTING DOCUMENT POWER OF ATTORNEY Know all by these presents that the undersigned hereby constitutes and appoints each of Paula Darbyshire, Michelle Lebednik and Lauren Tarquin, and with full power of substitution, as the undersigned's true and lawful attorney-in-fact to: (1) execute for and on behalf of the undersigned, in the undersigned's capacity as an officer and/or director of ICU Medical, Inc., a Delaware corporation (the "Company"), Forms 3, 4, and 5 in accordance with Section 16(a) of the Securities Exchange Act of 1934 and the rules thereunder; (2) do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Form 3, 4, or 5, complete and execute any amendment or amendments thereto, and timely file such form with the U.S. Securities and Exchange Commission (the "SEC") and any stock exchange or similar authority; and (3) take any other action of any type whatsoever in connection with the foregoing which, in the opinion of any such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by, the undersigned, it being understood that the documents executed by any such attorney-in-fact on behalf of the undersigned pursuant to this Power of Attorney shall be in such form and shall contain such terms and conditions as such attorney-in-fact may approve in any such attorney-in-fact's discretion. The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever requisite, necessary, or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that each such attorney-in-fact, or each such attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be done by virtue of this power of attorney and the rights and powers herein granted. The undersigned acknowledges that the foregoing attorneys-in-fact, in serving in such capacity at the request of the undersigned, are not assuming, nor is the Company assuming, any of the undersigned's responsibilities to comply with Section 16 of the Securities Exchange Act of 1934. This Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Forms 3, 4, and 5 with respect to the undersigned's holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to each of the foregoing attorneys-in-fact. IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be executed as of this 15 day of March, 2016. /s/ Virginia R. Sanzone