Sec Form 4 Filing - Jain Vivek @ ICU MEDICAL INC/DE - 2024-02-12

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
Jain Vivek
2. Issuer Name and Ticker or Trading Symbol
ICU MEDICAL INC/DE [ ICUI]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Chairman and CEO
(Last) (First) (Middle)
951 CALLE AMANECER
3. Date of Earliest Transaction (MM/DD/YY)
02/12/2024
(Street)
SAN CLEMENTE, CA92673
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 02/12/2024 M 146,366 A $ 58.79 170,043 D
Common Stock 02/12/2024 F( 1 ) 82,725 ( 2 ) D $ 104.02 87,318 D
Common Stock 02/12/2024 M 66,000 A $ 58.79 126,000 I by Trust
Common Stock 02/12/2024 F( 1 ) 37,302 ( 3 ) D $ 104.02 88,698 I by Trust
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
Non-Qualified Stock Option (right to buy) $ 58.79 02/12/2024 M 146,366 02/13/2018 02/24/2024( 4 ) Common Stock 146,366 $ 0 0 D
Non-Qualified Stock Option (right to buy) $ 58.79 02/12/2024 M 66,000 02/13/2018 02/24/2024( 4 ) Common Stock 66,000 $ 0 0 I by Trust
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Jain Vivek
951 CALLE AMANECER
SAN CLEMENTE, CA92673
X Chairman and CEO
Signatures
By: Paula Darbyshire, Attorney-in-fact For: Vivek Jain 02/14/2024
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Mr. Jain (the Registrant) was personally responsible for cash tax obligations of approximately $5 million in total related to all net exercises reported on this Form 4, shares were not traded in lieu of taxes paid.
( 2 )Represents a "net exercise" of outstanding stock options. The reporting person received 63,641 shares of common stock on net exercise of option to purchase 146,366 shares of common stock. The company withheld 82,725 shares of common stock underlying the option for payment of the exercise price, using the closing stock price on February 12, 2024 of $104.02.
( 3 )Represents a "net exercise" of outstanding stock options. The trusts received 28,698 shares of common stock on net exercise of option to purchase 66,000 shares of common stock. The company withheld 37,302 shares of common stock underlying the option for payment of the exercise price, using the closing stock price on February 12, 2024 of $104.02.
( 4 )These non-qualified stock options were granted on 2/24/2014 with a ten year life with an expiration date of 2/24/2024.

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