Sec Form 4 Filing - Strobeck Matthew @ QuidelOrtho Corp - 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
Strobeck Matthew
2. Issuer Name and Ticker or Trading Symbol
QuidelOrtho Corp [ QDEL]
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)
9975 SUMMERS RIDGE ROAD
3. Date of Earliest Transaction (MM/DD/YY)
05/27/2022
(Street)
SAN DIEGO, CA92121
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 05/27/2022 A( 1 ) 6,533 A 6,533 D
Common Stock 05/27/2022 A( 1 ) 16,630 A 16,630 I UGMA Account( 2 )
Common Stock 05/27/2022 A( 1 ) 38,145 A 38,145 I Birchview( 3 )
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
Non-Qualified Stock Options $ 53.27 05/27/2022 A( 4 ) 259 ( 5 ) 04/04/2028 Common Stock 259 $ 0 259 D
Restricted Stock Units ( 6 ) 05/27/2022 A( 7 ) 875 ( 8 ) ( 8 ) Common Stock 875 $ 0 875 D
Restricted Stock Units ( 6 ) 05/27/2022 A( 7 ) 262 ( 8 ) ( 8 ) Common Stock 262 $ 0 262 D
Restricted Stock Units ( 6 ) 05/27/2022 A( 7 ) 427 ( 8 ) ( 8 ) Common Stock 427 $ 0 427 D
Restricted Stock Units ( 6 ) 05/27/2022 A( 7 ) 85 ( 8 ) ( 8 ) Common Stock 85 $ 0 85 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Strobeck Matthew
9975 SUMMERS RIDGE ROAD
SAN DIEGO, CA92121
X
Signatures
/s/ Phillip S. Askim, attorney-in-fact for Matthew Strobeck 06/01/2022
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Pursuant to the Business Combination Agreement, dated as of December 22, 2021 (the "Business Combination Agreement") by and among Quidel Corporation ("Quidel"), Ortho Clinical Diagnostics Holdings plc, QuidelOrtho Corporation ("QuidelOrtho"), Orca Holdco, Inc., Laguna Merger Sub, Inc. and Orca Holdco 2, Inc., each share of common stock of Quidel beneficially owned by the Reporting Person at the effective time of the transaction contemplated by the Business Combination Agreement was exchanged for one share of common stock of QuidelOrtho.
( 2 )The Reporting Person is custodian under the Uniform Gift to Minor Act of 16,630 shares held by four of the Reporting Person's children. The Reporting Person disclaims beneficial ownership of these shares, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose.
( 3 )The Reporting Person has sole voting and dispositive power with respect to shares held by Birchview Fund, LLC in his capacity as the Chief Executive Officer of such entity. The Reporting Person disclaims beneficial ownership of the shares held by Birchview Fund, LLC except to the extent of his pecuniary interest therein, and the inclusion of these shares in this report shall not be deemed an admission of beneficial ownership of all of the reported shares for purposes of Section 16 or for any other purpose.
( 4 )Pursuant to the Business Combination Agreement, the Quidel Non-Qualified Stock Options were converted into an equal number of Non-Qualified Stock Options to purchase shares of common stock of QuidelOrtho on the same terms and conditions (including applicable vesting conditions).
( 5 )Vested in full.
( 6 )Each restricted stock unit represents the right to receive one share of QuidelOrtho common stock.
( 7 )Pursuant to the Business Combination Agreement, the Quidel restricted stock units were converted into an equal number of restricted stock units representing the right to receive shares of common stock of QuidelOrtho on the same terms and conditions (including applicable vesting conditions).
( 8 )Release of restricted stock units was deferred pursuant to QuidelOrtho's deferred compensation program applicable to participating non-employee directors and will occur according to the elected deferral schedule.

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