David Pacitti - Apr 14, 2025 Form 3/A - Amendment Insider Report for AVANOS MEDICAL, INC. (AVNS)

Role: Chief Executive Officer
Signature: /s/ Mojirade James, as attorney-in-fact for David Pacitti
Stock symbol: AVNS
Transactions as of: Apr 14, 2025
Transactions value $: $0
Form type: 3/A - Amendment
Date filed: 4/24/2025, 05:00 PM
Date Of Original Report: Apr 24, 2025
Previous filing: Jun 21, 2024
Next filing: Jun 26, 2025
SEC: View on sec.gov

Transactions Table

Type	Sym	Class	Transaction	Value $	Shares	Change %	* Price $	Shares After	Date	Ownership	Footnotes
holding	AVNS	Common Stock						242K	Apr 14, 2025	Direct	F1

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
holding	AVNS	Performance-based restricted stock unit							Apr 14, 2025	Common Stock	242K	$0.00	Direct	F2

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

Explanation of Responses:

Id	Content
F1	Represents time-based restricted share units (TRSUs) awarded pursuant to the Issuer's 2021 Long Term Incentive Plan, as amended (the Plan). The award will vest 30% on April 14, 2026, 30% on April 14, 2027 and 40% on April 14, 2028; provided that if the Reporting Person is terminated without Cause (as defined in the Plan), the TRSUs will vest in full. Each TRSU is the economic equivalent of one share of Common Stock.
F2	Represents performance-based restricted share units (PRSUs) awarded pursuant to the Issuer's 2021 Long Term Incentive Plan, as amended. Such PRSUs will vest on April 14, 2028 (the PRSU Vesting Date) and will pay out: (i) at 50% of the number of PRSUs if the price of the Common Stock on the PRSU Vesting Date is $20.00; (ii) at 100% of the number of PRSUs if the price of the Common Stock on the PRSU Vesting Date is $25.00; (iii) at 200% of the number of PRSUs if the price of the Common Stock on the PRSU Vesting Date is $29.00; and (iv) at 250% of the number of PRSUs if the price of the Common Stock on the PRSU Vesting Date is $33.00 or higher. Each PRSU is the economic equivalent of one share of Common Stock.

Content

Represents time-based restricted share units (TRSUs) awarded pursuant to the Issuer's 2021 Long Term Incentive Plan, as amended (the Plan). The award will vest 30% on April 14, 2026, 30% on April 14, 2027 and 40% on April 14, 2028; provided that if the Reporting Person is terminated without Cause (as defined in the Plan), the TRSUs will vest in full. Each TRSU is the economic equivalent of one share of Common Stock.

Represents performance-based restricted share units (PRSUs) awarded pursuant to the Issuer's 2021 Long Term Incentive Plan, as amended. Such PRSUs will vest on April 14, 2028 (the PRSU Vesting Date) and will pay out: (i) at 50% of the number of PRSUs if the price of the Common Stock on the PRSU Vesting Date is $20.00; (ii) at 100% of the number of PRSUs if the price of the Common Stock on the PRSU Vesting Date is $25.00; (iii) at 200% of the number of PRSUs if the price of the Common Stock on the PRSU Vesting Date is $29.00; and (iv) at 250% of the number of PRSUs if the price of the Common Stock on the PRSU Vesting Date is $33.00 or higher. Each PRSU is the economic equivalent of one share of Common Stock.

Remarks:

This Form 3/A is being filed to clarify that the TRSUs described in footnote 1 are subject to accelerated vesting in certain circumstances.