Thomas Tu - Feb 19, 2025 Form 4 Insider Report for Inari Medical, Inc. (NARI)

Role: Chief Medical Officer
Signature: /s/ Shannon Trevino, attorney-in-fact for Thomas Tu
Stock symbol: NARI
Transactions as of: Feb 19, 2025
Transactions value $: $0
Form type: 4
Date filed: 2/19/2025, 08:22 PM
Previous filing: Feb 12, 2025
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
transaction	NARI	Common Stock	Award		+7.41K	+1.57%		479K	Feb 19, 2025	Direct	F1
transaction	NARI	Common Stock	Disposition pursuant to a tender of shares in a change of control transaction		-479K	-100%		0	Feb 19, 2025	Direct	F2, F3

Derivative Securities (e.g., puts, calls, warrants, options, convertible securities)

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Underlying Class	Amount	Exercise Price	Ownership	Footnotes
transaction	NARI	Stock Option	Disposed to Issuer		-16.6K	-100%		0	Feb 19, 2025	Common Stock	16.6K	$56.00	Direct	F4
transaction	NARI	Stock Options (Right to Buy)	Disposed to Issuer		-16.2K	-100%		0	Feb 19, 2025	Common Stock	16.2K	$58.44	Direct	F4

* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Thomas Tu is no longer subject to Section 16 filing requirements. Form 4 or Form 5 obligations may continue.

Explanation of Responses:

Id	Content
F1	Pursuant to the Merger Agreement (as defined in footnote 2 below), at the Effective Time (as defined in footnote 2 below), these performance-based restricted stock units vested on deemed achievement of maximum performance.
F2	Pursuant to the Agreement and Plan of Merger (the "Merger Agreement"), dated January 6, 2025, by and among Stryker Corporation ("Parent"), Eagle 1 Merger Sub, Inc. ("Merger Sub"), and Inari Medical, Inc. ("Issuer") on February 19, 2025 (the "Effective Time"), Merger Sub merged with and into Issuer, with Issuer surviving as a wholly owned subsidiary of Parent upon consummation of the transactions contemplated by the Merger Agreement. At the Effective Time, each outstanding share of common stock of the Issuer ("Common Stock") was cancelled and converted into the right to receive $80.00 in cash (the "Merger Consideration"), without interest.
F3	Includes 55,307 restricted stock units ("RSUs"). At the Effective Time, each outstanding award of RSUs was canceled and converted into the right to receive an amount in cash equal to the product of the aggregate number of shares of Common Stock underlying such RSU immediately prior to the Effective Time, multiplied by the Merger Consideration
F4	At the Effective Time, each outstanding option, whether vested or unvested, was cancelled and converted into the right to receive an amount of cash equal to the product of (i) the aggregate number of shares of Common Stock underlying such option immediately prior to the Effective Time, multiplied by (ii) the amount, if any, by which the Merger Consideration exceeds the exercise price per share of such option, subject to any applicable withholding taxes and in accordance with the terms of the Merger Agreement.