Sec Form 4 Filing - Lipschultz Tyler @ SeaSpine Holdings Corp - 2023-01-05

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

OMB APPROVAL OMB Number: 3235-0287 Expires: November 30, 2011 Estimated average burden hours per response... 0.5

1. Name and Address of Reporting Person Lipschultz Tyler 2. Issuer Name and Ticker or Trading Symbol SeaSpine Holdings Corp [ SPNE] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director _____ 10% Owner X __ Officer (give title below) _____ Other (specify below) SVP, Orthobiologics and BD (Last) (First) (Middle) C/O SEASPINE HOLDINGS CORPORATION, 5770 ARMADA DRIVE 3. Date of Earliest Transaction (MM/DD/YY) 01/05/2023 (Street) CARLSBAD, CA92008 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 01/05/2023 D 131,284 D 0 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 Restricted Stock Units ( 2 ) 01/05/2023 D 12,970 ( 3 ) ( 3 ) Common Stock 12,970 ( 4 ) 0 D Restricted Stock Units $ 0( 2 ) 01/05/2023 D 33,977 ( 5 ) ( 5 ) Common Stock 33,977 ( 6 ) 0 D Employee Stock Option (Right to Buy) $ 15.68 01/05/2023 D 60,000 ( 7 ) 08/01/2025 Common Stock 60,000 ( 8 ) 0 D Employee Stock Option (Right to Buy) $ 14.19 01/05/2023 D 64,599 ( 9 ) 01/27/2024 Common Stock 64,599 ( 10 ) 0 D Employee Stock Option (Right to Buy) $ 18.24 01/05/2023 D 35,636 ( 11 ) 01/01/2027 Common Stock 35,636 ( 12 ) 0 D Employee Stock Option (Right to Buy) $ 12.01 01/05/2023 D 27,873 ( 13 ) 01/01/2028 Common Stock 27,873 ( 14 ) 0 D Employee Stock Option (Right to Buy) $ 9.93 01/05/2023 D 6,089 ( 15 ) 04/23/2028 Common Stock 6,089 ( 16 ) 0 D Employee Stock Option (Right to Buy) $ 16.86 01/05/2023 D 16,196 ( 17 ) 01/28/2029 Common Stock 16,196 ( 18 ) 0 D Employee Stock Option (Right to Buy) $ 15 01/05/2023 D 21,236 ( 19 ) 02/28/2030 Common Stock 21,236 ( 20 ) 0 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other Lipschultz Tyler C/O SEASPINE HOLDINGS CORPORATION 5770 ARMADA DRIVE CARLSBAD, CA92008 SVP, Orthobiologics and BD Signatures /s/Paul Benny, Attorney-in-Fact for Tyler Lipschultz 01/09/2023 Signature of Reporting Person Date

Explanation of Responses:

( 1 )Disposed of pursuant to the Agreement and Plan of Merger by and among the issuer, SeaSpine Holdings Corporation, which became effective on January 5, 2023, in exchange for 54,653 Orthofix MedicalInc. ("Orthofix") ordinary shares having a market value of $22.76 per share at the effective time of the merger. ( 2 )Each restricted stock unit represents a contingent right to receive one share of the issuer's common stock. ( 3 )The restricted stock units vest in three equal installments on each of January 28, 2022, 2023 and 2024. ( 4 )These restricted stock units were assumed by Orthofix in the merger and replaced by 5,399 Orthofix restricted stock units. ( 5 )The restricted stock units vest in three equal installments on each of February 28, 2023, 2024 and 2025. ( 6 )These restricted stock units were assumed by Orthofix in the merger and replaced by 14,144 Orthofix restricted stock units. ( 7 )The option vests as to 25% of the underlying shares on August 1, 2016 and the remaining 75% vests in twelve substantially equal quarterly installments thereafter. ( 8 )This option was assumed by Orthofix in the merger and replaced with an option to purchase 24,978 shares of Orthofix at a price of $37.67 per share. ( 9 )The option vests as to 12.5% of the underlying shares on August 1, 2016, 6.25% on September 30, 2016 and the remaining 81.25% vests in thirteen substantially equal quarterly installments thereafter. ( 10 )This option was assumed by Orthofix in the merger and replaced with an option to purchase 26,892 shares of Orthofix at a price of $34.09 per share. ( 11 )The option vests as to 25% of the underlying shares on January 1, 2020 and the remaining 75% in twelve substantially equal quarterly installments thereafter. ( 12 )This option was assumed by Orthofix in the merger and replaced with an option to purchase 14,835 shares of Orthofix at a price of $43.82 per share. ( 13 )The option vests as to 25% of the underlying shares on January 1, 2021 and the remaining 75% in twelve substantially equal quarterly installments thereafter. ( 14 )This o ption was assumed by Orthofix in the merger and replaced with an option to purchase 11,603 shares of Orthofix at a price of $28.85 per share. ( 15 )The option fully vested and became exercisable on June 21, 2020. ( 16 )This option was assumed by Orthofix in the merger and replaced with an option to purchase 2,534 shares of Orthofix at a price of $23.86 per share. ( 17 )The option vests as to 25% of the underlying shares on January 28, 2022 and the remaining 75% in twelve substantially equal quarterly installments thereafter. ( 18 )This option was assumed by Orthofix in the merger and replaced with an option to purchase 6,742 shares of Orthofix at a price of $40.50 per share. ( 19 )The option vests as to 25% of the underlying shares on February 28, 2023 and the remaining 75% in twelve substantially equal quarterly installments thereafter. ( 20 )This option was assumed by Orthofix in the merger and replaced with an option to purchase 8,840 shares of Orthofix at a price of $36.04 per share.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* 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).

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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 Number.