Statement of Changes in Beneficial Ownership (4)
May 19 2020 - 4:33PM
Edgar (US Regulatory)
FORM 4
[ ]
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
*
MINOGUE MICHAEL R |
2. Issuer Name and Ticker or Trading Symbol
ABIOMED INC
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ABMD
]
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5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) Chairman, President, CEO |
(Last)
(First)
(Middle)
C/O ABIOMED, INC.,, 22 CHERRY HILL DRIVE |
3. Date of Earliest Transaction
(MM/DD/YYYY)
5/15/2020 |
(Street)
DANVERS, MA 01923
(City)
(State)
(Zip)
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4. If Amendment, Date Original Filed
(MM/DD/YYYY)
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6. Individual or Joint/Group Filing
(Check Applicable Line)
_X
_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
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1.Title of Security (Instr. 3)
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2. Trans. Date
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2A. Deemed Execution Date, if any
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3. Trans. Code (Instr. 8)
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4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)
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5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)
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6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)
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7. Nature of Indirect Beneficial Ownership (Instr. 4)
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Code
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V
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Amount
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(A) or (D)
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Price
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Common Stock $.01 par value | 5/15/2020 | | F(5) | | 8506 (5) | D | $184.27 | 229303 | D | |
Common Stock $.01 par value | 5/15/2020 | | F(5) | | 2063 (5) | D | $184.27 | 227240 | D | |
Common Stock $.01 par value | 5/16/2020 | | F(5) | | 1632 (5) | D | $184.92 | 225608 | D | |
Common Stock $.01 par value | 5/16/2020 | | F(5) | | 4546 (5) | D | $184.92 | 221062 | D | |
Common Stock $.01 par value | | | | | | | | 31672 | I | By Trust - A |
Common Stock $.01 par value | | | | | | | | 32810 | I | By Trust - C |
Common Stock $.01 par value | | | | | | | | 73745 | I | By Trust - B |
Common Stock $.01 par value | | | | | | | | 655 | I | By Trust - D |
Common Stock $.01 par value | | | | | | | | 38560 | I | By Trust - E |
Common Stock $.01 par value | | | | | | | | 85040 | I | By Trust - F |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
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1. Title of Derivate Security (Instr. 3) | 2. Conversion or Exercise Price of Derivative Security | 3. Trans. Date | 3A. Deemed Execution Date, if any | 4. Trans. Code (Instr. 8) | 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) | 6. Date Exercisable and Expiration Date | 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) | 8. Price of Derivative Security (Instr. 5) | 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) | 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) | 11. Nature of Indirect Beneficial Ownership (Instr. 4) |
Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares |
Stock Option (Right to Buy) (2) | $22.44 | | | | | | | 5/22/2013 (1) | 5/22/2022 | Common Stock | 0 | | 100000 | D | |
Stock Option (Right to Buy) (2) | $23.15 | | | | | | | 5/14/2014 (1) | 5/14/2023 | Common stock | 0 | | 85000 | D | |
Stock Option (right to buy) (2) | $21.55 | | | | | | | 5/14/2015 (3) | 5/14/2024 | Common Stock | 0 | | 85000 | D | |
Stock Option (right to buy) (2) | $66.25 | | | | | | | 5/13/2016 (3) | 5/13/2025 | Common Stock | 0 | | 35000 | D | |
Stock Option (right to buy) (4) | $99.62 | | | | | | | 5/24/2017 (3) | 5/24/2026 | Common Stock | 0 | | 30500 | D | |
Stock Option (right to buy) (4) | $134.51 | | | | | | | 5/15/2018 (3) | 5/15/2027 | Common Stock | 0 | | 33000 | D | |
Stock Option (right to buy) (4) | $381.97 | | | | | | | 5/16/2019 (3) | 5/16/2028 | Common Stock | 0 | | 30000 | D | |
Stock Option (right to buy) (4) | $266.39 | | | | | | | 5/30/2020 (3) | 5/30/2029 | Common Stock | 0 | | 50000 | D | |
Explanation of Responses: |
(1) | These options become exercisable in annual 25% increments, commencing on the date shown in Table II, Column 6. |
(2) | Grant to reporting person of option to buy the number of shares of Common Stock set forth in Table II, Column 7, under the ABIOMED, Inc. 2008 Stock Incentive Plan. |
(3) | These options become exercisable in annual 33-1/3% increments, commencing on the date shown in Table II, Column 6. |
(4) | Grant to reporting person of option to buy the number of shares of Common Stock set forth in Table II, Column 7, under the ABIOMED, Inc. 2015 Omnibus Incentive Plan. |
(5) | Transaction represents shares of common stock withheld solely for the payment of withholding tax liability associated with the vesting of awards of restricted stock units in accordance with the time periods set forth in such awards. |
Reporting Owners
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Reporting Owner Name / Address | Relationships |
Director | 10% Owner | Officer | Other |
MINOGUE MICHAEL R C/O ABIOMED, INC., 22 CHERRY HILL DRIVE DANVERS, MA 01923 | X |
| Chairman, President, CEO |
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Signatures
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/s/ Ian W. McLeod (by power of attorney) | | 5/19/2020 |
**Signature of Reporting Person | Date |
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