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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction 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 (Month/Day/Year) |
7. Title and Amount of Underlying Securities (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) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Stock Option (right to buy) (1) | $ 9.36 | 06/08/2006(2) | 06/08/2015 | Common Stock | 2,400 | 39,383 | D | ||||||||
Stock Option (right to buy) (1) | $ 13.57 | 06/01/2007(2) | 06/01/2016 | Common Stock | 260,000 | 260,000 | D | ||||||||
Stock Option (right to buy) (1) | $ 11.27 | 05/30/2008(2) | 05/30/2017 | Common Stock | 85,000 | 85,000 | D | ||||||||
Stock Option (right to buy) (1) | $ 13.8 | 05/23/2009(2) | 05/23/2018 | Common Stock | 43,333 | 43,333 | D | ||||||||
Stock Option (right to buy) (3) | $ 18.63 | 06/15/2009(4) | 08/13/2018 | Common Stock | 93,750 | 93,750 | D | ||||||||
Stock Option (right to buy) (3) | $ 5.86 | 05/28/2010(2) | 05/28/2019 | Common Stock | 148,000 | 148,000 | D | ||||||||
Stock Option (right to buy) (3) | $ 5.86 | 03/31/2010(5) | 05/28/2019 | Common Stock | 130,500 | 130,500 | D | ||||||||
Stock Option (right to buy) (3) | $ 10.03 | 06/03/2011(2) | 06/03/2020 | Common Stock | 105,000 | 105,000 | D |
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 | President, CEO, Chairman |
/s/ Ian W. McLeod (by power of attorney) | 05/31/2011 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | Grant to reporting person of option to buy shares of Common Stock under the ABIOMED, Inc. 2000 Stock Incentive Plan. |
(2) | These options become exercisable in annual 25% increments, commencing on the date shown in Table II, Column 6. |
(3) | 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. |
(4) | These options become exercisable based on the achievement of certain performance milestones. |
(5) | These options became exerciseable in full on March 31, 2010. |
(6) | Represents the grant of a performance share award for restricted stock units pursuant to which one third of the shares will be issued to the reporting person on each of May 26, 2012, May 26, 2013 and May 26, 2014, so long as he continues to be employed by the issuer on the vesting dates. In addition, an additional performance share award of up to 47,000 restricted stock units was granted to the reporting person on May 26, 2011 with double trigger vesting pursuant to which 2012 revenue performance will determine whether 0%, 50% or 100% of the underlying restricted stock units are eligible for vesting, at which point half of the units eligible for vesting will vest on May 26, 2013 and the other half of the units eligible for vesting will vest on May 26, 2014. |
(7) | Includes 31,000 shares represented by a performance share award for restricted stock units pursuant to which one third of the shares will be issued to the reporting person on each of May 26, 2012, May 26, 2013 and May 26, 2014, so long as he continues to be employed by the issuer on the vesting dates. |