Sec Form 4 Filing - Larue Catherine @ Quotient Ltd - 2020-10-31

Every director, officer or owner of more than ten percent of a class of equity securities registered under Section 12 of the '34 Act must file with the U.S. Securities and Exchange Commission (SEC) a statement of ownership regarding such security.

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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 *
Larue Catherine
2. Issuer Name and Ticker or Trading Symbol
Quotient Ltd [ QTNT]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last)
(First)
(Middle)
C/O QUOTIENT LIMITED, B1, BUSINESS PARK, TERRE BONNE, ROUTE DE CRASSIER 13
3. Date of Earliest Transaction (MM/DD/YY)
10/31/2020
(Street)
EYSINS, V81262
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 10/31/2020 M 4,158 A 4,158 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 ( 1 ) 10/31/2020 M 4,158 ( 2 ) ( 2 ) Ordinary Shares 4,158 $ 0 0 D
Ordinary Share Option (Right to Buy) $ 4.81 ( 3 ) 09/01/2030 Ordinary Shares 20,790 20,790 D
Ordinary Share Option (Right to Buy) $ 4.81 ( 4 ) 09/01/2030 Ordinary Shares 2,171 2,171 D
Restricted Stock Units ( 1 ) 10/31/2020 A 15,385 ( 5 ) ( 5 ) Ordinary Shares 15,385 $ 0 15,385 D
Ordinary Share Option (Right to Buy) $ 4.55 10/31/2020 A 13,611 ( 6 ) 10/31/2030 Ordinary Shares 13,611 $ 0 13,611 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Larue Catherine
C/O QUOTIENT LIMITED, B1, BUSINESS PARK
TERRE BONNE, ROUTE DE CRASSIER 13
EYSINS, V81262
X
Signatures
/s/ Catherine Larue 11/03/2020
** Signature of Reporting Person Date
Explanation of Responses:
( 1 )Restricted Stock Units convert into ordinary shares on a one-for-one basis.
( 2 )On September 1, 2020, the Reporting Person was granted 4,158 Restricted Stock Units, all of which have vested and have been exercised.
( 3 )The option vests and becomes exercisable in three equal annual installments beginning September 1, 2021. The option was granted as an inducement grant pursuant to Nasdaq listing rule 5635(c)(4).
( 4 )724 options vested on October 31, 2020 and remain exercisable, and the remaining 1,447 options will vest in two equal annual installments.
( 5 )On October 31, 2020, the Reporting Person was granted 15,385 restricted stock units, which will vest in four equal installments on January 31, 2021, April 30, 2021, July 31, 2021 and October 31, 2021.
( 6 )The options vest and become exercisable on October 31, 2021.

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.
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