Sec Form 4 Filing - Patton Stephana Eilene @ CUTERA INC - 2024-03-06

Insider filing report for Changes in Beneficial Ownership
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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
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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1. Name and Address of Reporting Person
Patton Stephana Eilene
2. Issuer Name and Ticker or Trading Symbol
CUTERA INC [ CUTR]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Chief Legal Officer
(Last) (First) (Middle)
C/O CUTERA, INC., 3240 BAYSHORE BLVD.
3. Date of Earliest Transaction (MM/DD/YY)
03/06/2024
(Street)
BRISBANE, CA94005
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
COMMON STOCK 03/06/2024 A 25,000 ( 1 ) A $ 0 25,000 D
COMMON STOCK 03/06/2024 A 25,000 ( 2 ) A $ 0 50,000 D
COMMON STOCK 03/06/2024 A 30,000 ( 3 ) A $ 0 80,000 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option (Right to Buy) $ 2.11 03/06/2024 A 30,000 ( 4 ) 03/06/2031 COMMON STOCK 30,000 $ 0 30,000 D
Stock Option (Right to Buy) $ 2.11 03/06/2024 A 25,000 ( 5 ) 03/06/2031 COMMON STOCK 25,000 $ 0 55,000 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Patton Stephana Eilene
C/O CUTERA, INC.
3240 BAYSHORE BLVD.
BRISBANE, CA94005
Chief Legal Officer
Signatures
/s/ Stephana Patton 03/08/2024
Signature of Reporting Person Date
Explanation of Responses:
( 1 )25,000 shares of the securities represent restricted stock units (RSUs) granted to the reporting person. Each RSU represents a contingent right to receive one share of Common Stock. 25% of the shares shall vest on November 13, 2024 and then 1/12 of the remaining shares shall vest quarterly thereafter, subject to the reporting person continuing to be a service provider through each such date.
( 2 )25,000 shares of the securities represent performance stock unit awards (PSU) granted to the reporting person. Each PSU represents a contingent right to receive one share of Common Stock. A quantity equal to 25% of the shares shall become eligible for time-based vesting if the 30-calendar day trailing average of the Company's closing common stock price meets or exceeds $10.00 within four years of the grant date. Once the foregoing condition is attained, 25% of the award shall vest on the later of (i) the date such condition is attained or (ii) the commencement date plus one year, and then 1/12 of the remaining shares shall vast quarterly thereafter, subject to the reporting person continuing to be a service provider through each such date.
( 3 )30,000 shares of the securities represent performance stock unit awards (PSU) granted to the reporting person. Each PSU represents a contingent right to receive one share of Common Stock. A quantity equal to 25% of the shares shall become eligible for time-based vesting if the 30-calendar day trailing average of the Company's closing common stock price meets or exceeds $20.00 within four years of the grant date. Once the foregoing condition is attained, 25% of the award shall vest on the later of (i) the date such condition is attained or (ii) the commencement date plus one year, and then 1/12 of the remaining shares shall vast quarterly thereafter, subject to the reporting person continuing to be a service provider through each such date.
( 4 )30,000 shares of the stock option will vest according to the following schedule: One-fourth of the shares subject to the option shall vest on November 13, 2024 and then 1/36 of the remaining shares subject to the option shall vest monthly thereafter, subject to the reporting person continuing to be a service provider through each such date.
( 5 )25,000 shares of the stock options will vest according to the following schedule: 50% of the shares subject to the option shall vest on November 21, 2024 and then 1/24 monthly thereafter for 12 months, subject to the reporting person continuing to be a service provider through each such date.

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* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
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