Michael Damon Hutchinson - Mar 30, 2025 Form 4 Insider Report for LivaNova PLC (LIVN)

Role
Chief Legal Officer
Signature
/s/ Sarah K. Mohr, Attorney-in-Fact
Stock symbol
LIVN
Transactions as of
Mar 30, 2025
Transactions value $
-$39,913
Form type
4
Date filed
4/1/2025, 09:00 PM
Previous filing
Dec 17, 2024
SEC
View on sec.gov

Transactions Table

Type Sym Class Transaction Value $ Shares Change % * Price $ Shares After Date Ownership Footnotes
transaction LIVN Ordinary Shares Options Exercise $0 +2.93K +78.01% $0.00 6.69K Mar 30, 2025 Direct F1
transaction LIVN Ordinary Shares Tax liability -$39.9K -1.02K -15.26% $39.13 5.67K Mar 30, 2025 Direct F2

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 LIVN Restricted Stock Units Options Exercise $0 -1.48K -33.33% $0.00 2.96K Mar 30, 2025 Ordinary Shares 1.48K Direct F3, F4
transaction LIVN Restricted Stock Units Options Exercise $0 -1.45K -25.01% $0.00 4.36K Mar 30, 2025 Ordinary Shares 1.45K Direct F3, F5
transaction LIVN Restricted Stock Units Award $0 +8.94K $0.00 8.94K Mar 30, 2025 Ordinary Shares 8.94K Direct F6, F7
transaction LIVN Performance Stock Units Award $0 +4.47K $0.00 4.47K Mar 30, 2025 Ordinary Shares 4.47K Direct F8, F9
transaction LIVN Performance Stock Units Award $0 +4.47K $0.00 4.47K Mar 30, 2025 Ordinary Shares 4.47K Direct F8, F10
transaction LIVN Performance Stock Units Award $0 +8.94K $0.00 8.94K Mar 30, 2025 Ordinary Shares 8.94K Direct F8, F11
transaction LIVN Stock Appreciation Rights Award $0 +19.6K $0.00 19.6K Mar 30, 2025 Ordinary Shares 19.6K $39.13 Direct F12
* An asterisk sign (*) next to the price indicates that the price is likely invalid.

Explanation of Responses:

Id Content
F1 Reporting person had vested restricted stock units (RSUs) settled in ordinary shares of LivaNova PLC (the Company), GBP 1.00 par value.
F2 Shares withheld to satisfy tax liability.
F3 Each RSU represents a contingent right to receive one ordinary share of the Company in accordance with the terms of the Company's 2022 Incentive Award Plan (the Plan) and the award agreement.
F4 On March 30, 2023, reporting person was granted RSUs subject to a four-year vesting in equal annual installments, the first vesting having occurred on March 30, 2024. The RSUs are subject to forfeiture prior to vesting in accordance with the terms of the Plan and the award agreement.
F5 On March 30, 2024, reporting person was granted RSUs subject to a four-year vesting in equal annual installments, the first vesting having occurred on March 30, 2025. The RSUs are subject to forfeiture prior to vesting in accordance with the terms of the Plan and the award agreement.
F6 Each RSU represents a contingent right to receive one ordinary share of the Company in accordance with the terms of the Plan and the award agreement.
F7 On March 30, 2025, reporting person was granted RSUs subject to a three-year vesting in equal annual installments, the first vesting occurring on March 30, 2026. The RSUs are subject to forfeiture prior to vesting in accordance with the terms of the Plan and the award agreement.
F8 Each performance stock unit (PSU) represents a contingent right to receive one ordinary share of the Company in accordance with the terms of the Plan and the award agreement.
F9 On March 30, 2025, reporting person was granted PSUs to vest or lapse on March 30, 2028 based on how the Company's free cash flow (FCF) for performance period 2025-2027 compares to a target determined by the Plan Administrator. The number included in column 5 of Table II reflects the target number of PSUs eligible for vesting subject to continued service during the vesting period and the award agreement.
F10 On March 30, 2025, reporting person was granted PSUs to vest or lapse on March 30, 2028 based on how the Company's Return on Investment Capital (ROIC) calculated for the performance period 2025-2027 compares to a target determined by the Plan Administrator. The number included in column 5 of Table II reflects the target number of PSUs eligible for vesting subject to continued service during the vesting period and the award agreement.
F11 On March 30, 2025, reporting person was granted PSUs to vest or lapse on March 30, 2028 based on the Company's total shareholder return (TSR) for the three-year period beginning on January 1, 2025 and ending December 31, 2027 relative to the TSR of an index of companies, as determined by the Plan Administrator. The number included in column 5 of Table II reflects the target number of PSUs eligible for vesting subject to continued service during the vesting period and the award agreement.
F12 On March 30, 2025, reporting person was granted stock appreciation rights (SARs) subject to a four-year vesting in equal annual installments, the first vesting occurring on March 30, 2026. The SARs are subject to forfeiture prior to vesting in accordance with the terms of the Plan and the award agreement.