Sec Form 4 Filing - Berry Lance A @ Wright Medical Group N.V. - 2015-10-01

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
Berry Lance A
2. Issuer Name and Ticker or Trading Symbol
Wright Medical Group N.V. [ WMGI]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Sr. VP & CFO
(Last) (First) (Middle)
1023 CHERRY ROAD
3. Date of Earliest Transaction (MM/DD/YY)
10/01/2015
(Street)
MEMPHIS, TN38117
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
Ordinary Shares, par value EUR 0.03 per share 10/01/2015 A 68,765 A 68,765 D
Ordinary Shares, par value EUR 0.03 per share 10/02/2015 S( 2 ) 5,669 D $ 21.19 ( 3 ) 63,096 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) $ 18.94 10/01/2015 A 3,839 10/01/2015 04/04/2016 Ordinary Shares 3,839 ( 4 ) 3,839 D
Stock Option(Right to Buy) $ 18.94 10/01/2015 A 3,893 10/01/2015 04/04/2016 Ordinary Shares 3,893 ( 5 ) 3,893 D
Stock Option(Right to Buy) $ 28.32 10/01/2015 A 10,309 10/01/2015 05/14/2018 Ordinary Shares 10,309 ( 6 ) 10,309 D
Stock Option(Right to Buy) $ 15.01 10/01/2015 A 6,575 10/01/2015 05/13/2019 Ordinary Shares 6,575 ( 7 ) 6,575 D
Stock Option(Right to Buy) $ 17.82 10/01/2015 A 9,635 10/01/2015 05/13/2020 Ordinary Shares 9,635 ( 8 ) 9,635 D
Stock Option(Right to Buy) $ 15.04 10/01/2015 A 12,528 10/01/2015 05/11/2021 Ordinary Shares 12,528 ( 9 ) 12,528 D
Stock Option(Right to Buy) $ 17.7 10/01/2015 A 1,924 10/01/2015 04/16/2022 Ordinary Shares 1,924 ( 10 ) 1,924 D
Stock Option(Right to Buy) $ 20.75 10/01/2015 A 19,557 10/01/2015 05/09/2022 Ordinary Shares 19,557 ( 11 ) 19,557 D
Stock Option(Right to Buy) $ 23.93 10/01/2015 A 30,602 10/01/2015 05/14/2023 Ordinary Shares 30,602 ( 12 ) 30,602 D
Stock Option(Right to Buy) $ 29.06 10/01/2015 A 18,262 10/01/2015 05/13/2024 Ordinary Shares 18,262 ( 13 ) 18,262 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Berry Lance A
1023 CHERRY ROAD
MEMPHIS, TN38117
Sr. VP & CFO
Signatures
/s/ Marija S. Nelson, Attorney-in-fact 10/05/2015
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Received in exchange for 66,704 common shares of Wright Medical Group, Inc. ("Wright") pursuant to the Agreement and Plan of Merger by and among the issuer, Tornier N.V. ("TRNX"), Trooper Holdings Inc., and Trooper Merger Sub Inc., which became effective on October 1, 2015, (the "Merger"). On the date prior to the effective time of the Merger, the closing price of Wright's common shares was $21.02 per share and the closing price of TRNX's ordinary shares was $20.39 per share.
( 2 )The shares were sold pursuant to a Rule 10b5-1 to satisfy applicable withholding obligations upon vesting of restricted stock.
( 3 )The price reported is a weighted average price. The shares were sold in multiple transactions at prices ranging from $21.05 to $21.35, inclusive. The reporting person undertakes to provide to the issuer, any shareholder of the issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in this footnote.
( 4 )Received in the m erger in exchange for an employee stock option to acquire 3,724 Wright shares for $19.52 per share.
( 5 )Received in the merger in exchange for an employee stock option to acquire 3,777 Wright shares for $19.52 per share.
( 6 )Received in the merger in exchange for an employee stock option to acquire 10,000 Wright shares for $29.19 per share.
( 7 )Received in the merger in exchange for an employee stock option to acquire 6,378 Wright shares for $15.47 per share.
( 8 )Received in the merger in exchange for an employee stock option to acquire 9,347 Wright shares for $18.37 per share.
( 9 )Received in the merger in exchange for an employee stock option to acquire 12,153 Wright shares for $15.50 per share.
( 10 )Received in the merger in exchange for an employee stock option to acquire 1,867 Wright shares for $18.24 per share.
( 11 )Received in the merger in exchange for an employee stock option to acquire 18,971 Wright shares for $21.39 per share.
( 12 )Received in the merger in exchange for an employee stock option to acquire 29,685 Wright shares for $24.66 per share.
( 13 )Received in the merger in exchange for an employee stock option to acquire 17,715 Wright shares for $29.95 per share.

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