Sec Form 4 Filing - Busky Joseph M @ Ortho Clinical Diagnostics Holdings plc - 2022-05-27

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
Busky Joseph M
2. Issuer Name and Ticker or Trading Symbol
Ortho Clinical Diagnostics Holdings plc [ OCDX]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Chief Financial Officer
(Last) (First) (Middle)
C/O ORTHO CLINICAL DIAGNOSTICS HOLDINGS, PLC 1001 ROUTE 202
3. Date of Earliest Transaction (MM/DD/YY)
05/27/2022
(Street)
RARITAN08869
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
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 $ 12.56 05/27/2022 D 398,350 ( 1 )( 2 ) 10/22/2024 Ordinary Shares, $0.00001 par value 398,350 ( 1 )( 2 ) 0 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Busky Joseph M
C/O ORTHO CLINICAL DIAGNOSTICS HOLDINGS
PLC 1001 ROUTE 202
RARITAN08869
Chief Financial Officer
Signatures
/s/ Michael A. Schlesinger, Attorney-in-Fact 06/01/2022
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Pursuant to the Business Combination Agreement, dated December 22, 2021 (the "BCA"), by and among Coronado Topco, Inc. ("Coronado Topco"), Laguna Merger Sub, Inc., Orca Holdco, Inc., Orca Holdco 2, Inc., Quidel Corporation and the Issuer, the Issuer became a wholly owned subsidiary of Coronado Topco upon consummation of the business combinations (the "Effective Time").
( 2 )At the Effective Time, each stock option, whether vested or unvested, was converted into (a) a Coronado Topco stock option on the same terms and conditions as were applicable to such stock option immediately prior to the Effective Time, except as adjusted by the BCA, (b) with respect to the portion of such stock option that is vested as of the Effective Time, the right to receive payment, in cash, equal to the cash consideration payable in respect of the Issuer's securities subject to the vested portion of such stock option and (c) with respect to the portion of such stock option that is not vested as of the Effective Time, the right to receive payment, in cash, equal to the cash consideration payable in respect of the Issuer's securities subject to the unvested portion of such stock option when it vests in accordance with its terms.

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