Sec Form 4 Filing - Mendez Manuel O. @ Quotient Ltd - 2022-06-24

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
Mendez Manuel O.
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
X __ Officer (give title below) _____ Other (specify below)
Chief Executive Officer
(Last) (First) (Middle)
C/O QUOTIENT LIMITED, BUSINESS PARK, TERRE BONNE, ROUTE DE CRASSIER 13
3. Date of Earliest Transaction (MM/DD/YY)
06/24/2022
(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 06/24/2022 P 66,666 A $ 0.3 483,333 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 ( 1 ) ( 2 ) ( 2 ) Ordinary Shares 416,667 471,014 D
Ordinary Share Option (Right to Buy) $ 3.68 ( 3 ) 04/01/2031 Ordinary Shares 718,788 718,788 D
Restricted Stock Units ( 4 ) ( 4 ) ( 4 ) Ordinary Shares 500,000 500,000 D
Ordinary Share Option (Right to Buy) $ 1.2 ( 5 ) 04/01/2032 Ordinary Shares 504,882 504,882 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Mendez Manuel O.
C/O QUOTIENT LIMITED, BUSINESS PARK
TERRE BONNE, ROUTE DE CRASSIER 13
EYSINS, V81262
X Chief Executive Officer
Signatures
/s/ Manuel O. Mendez, by Peter A. Pyatigorsky his attorney in fact 06/28/2022
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Restricted Stock Units convert into ordinary shares on a one-for-one basis.
( 2 )416,667 restricted stock units have vested and converted into ordinary shares. The remaining 471,014 restricted stock units will vest in two equal installments on April 1, 2023 and April 1, 2024.
( 3 )239,595 options vested on April 1, 2022 and remain exercisable, and the remaining 479,193 options will vest in two equal installments on April 1, 2023 and April 1, 2024.
( 4 )On April 1, 2022, the Reporting Person was granted 500,000 restricted stock units, vesting in three equal annual installments beginning April 1, 2023. Upon vesting, the restricted stock units will either convert into ordinary shares on a one-for-one basis or will be settled in cash on the vesting date in an amount equal to the fair market value of an ordinary share on such date, as determined by the Company.
( 5 )The options vest and become exercisable in three equal annual installments beginning April 1, 2023.

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).

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