Sec Form 4 Filing - McDonnell Leslie L @ IRADIMED CORP - 2020-05-28

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
McDonnell Leslie L
2. Issuer Name and Ticker or Trading Symbol
IRADIMED CORP [ IRMD]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
_____ Officer (give title below) X __ Other (specify below)
Former CEO & Director
(Last) (First) (Middle)
C/O IRADIMED CORPORATION, 1025 WILLA SPRINGS DR.
3. Date of Earliest Transaction (MM/DD/YY)
05/28/2020
(Street)
WINTER SPRINGS, FL32708
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 05/28/2020 M( 1 ) 101,936 A $ 0 151,936 D
Common Stock 05/28/2020 F 30,603 ( 2 ) D $ 22.31 121,333 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 ( 3 ) 05/28/2020 M( 1 ) 2,867 ( 2 ) ( 4 ) ( 4 ) Common Stock 7,284 $ 0 4,417 D
Restricted Stock Units ( 3 ) 05/28/2020 M( 1 ) 27,736 ( 2 ) ( 4 ) ( 4 ) Common Stock 94,652 $ 0 71,333 D
Stock Option (Right to Buy) $ 21.13 ( 5 ) ( 6 ) Common Stock 50,000 121,333 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
McDonnell Leslie L
C/O IRADIMED CORPORATION
1025 WILLA SPRINGS DR.
WINTER SPRINGS, FL32708
Former CEO & Director
Signatures
/s/ Leslie McDonnell 06/01/2020
Signature of Reporting Person Date
Explanation of Responses:
( 1 )As previously disclosed, the reporting person received restricted stock units under the Issuer's 2014 Equity Incentive Plan on August 19, 2019 and December 7, 2019, respectively. Pursuant to the reporting person's employment agreement with the Issuer (the "Employment Agreement"), upon her separation from the issuer without Cause (as defined in the Employment Agreement) on May 28, 2020 (the "Separation Date"), all of her unvested restricted stock units accelerated and vested on the Separation Date as follows: (i) 94,652 unvested restricted stock units accelerated and vested from the August 19, 2019 grant and (ii) 7,284 unvested restricted stock units accelerated and vested from the December 7, 2019 grant (collectively, the "RSUs").
( 2 )Shares surrendered to the Issuer for payment of tax liability incident to the accelerated vesting of a total of 101,936 restricted stock units.
( 3 )Each restricted stock unit represents a contingent right to receive one share of the Issuer's common stock.
( 4 )All of the unvested RSUs were accelerated on the Separation Date pursuant to the terms of the Employment Agreement.
( 5 )Pursuant to Employment Agreement, all stock options are fully vested as of the Separation Date.
( 6 )Pursuant to Employment Agreement, all stock options will expire on August 26, 2020.

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