Sec Form 4 Filing - Ford-Serbu Donna @ SPECTRANETICS CORP - 2017-08-09

Insider filing report for Changes in Beneficial Ownership
"Insiders might sell their shares for any number of reasons, but they buy them for only one: they think the price will rise"
- Peter Lynch
What is insider trading>>
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
OMB APPROVAL
OMB Number: 3235-0287
Expires: November 30, 2011
Estimated average burden hours per response... 0.5
1. Name and Address of Reporting Person
Ford-Serbu Donna
2. Issuer Name and Ticker or Trading Symbol
SPECTRANETICS CORP [ SPNC]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Sr. VP Sales and Mktg, LM
(Last) (First) (Middle)
9965 FEDERAL DRIVE
3. Date of Earliest Transaction (MM/DD/YY)
08/09/2017
(Street)
COLORADO SPRINGS, CO80921
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
SPNC Common Stock 08/09/2017 D 25,251 ( 1 ) ( 2 ) D $ 38.5 0 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) $ 7.84 08/09/2017 D 47,000 ( 3 ) 10/31/2021 Common Stock 47,000 $ 30.66 0 D
Stock Option (Right to Buy) $ 9.87 08/09/2017 D 27,542 ( 3 ) 05/31/2022 Common Stock 27,542 $ 28.63 0 D
Stock Option (Right to Buy) $ 18.44 08/09/2017 D 7,584 ( 3 ) 07/10/2023 Common Stock 7,584 $ 20.06 0 D
Stock Option (Right to Buy) $ 15.05 08/09/2017 D 20,135 ( 3 ) 01/08/2026 Common Stock 20,135 $ 23.45 0 D
Restricted Stock Units $ 0 08/09/2017 D 853 ( 4 ) ( 4 ) Common Stock 853 $ 38.5 0 D
Restricted Stock Units $ 0 08/09/2017 D 2,250 ( 4 ) ( 4 ) Common Stock 2,250 $ 38.5 0 D
Restricted Stock Units $ 0 08/09/2017 D 3,322 ( 4 ) ( 4 ) Common Stock 3,322 $ 38.5 0 D
Restricted Stock Units $ 0 08/09/2017 D 7,648 ( 4 ) ( 4 ) Common Stock 7,648 $ 38.5 0 D
Performance Stock Units $ 0 08/09/2017 D 16,520 ( 5 ) ( 5 ) Common Stock 16,520 $ 38.5 0 D
Performance Stock Units $ 0 08/09/2017 D 5,099 ( 5 ) ( 5 ) Common Stock 5,099 $ 38.5 0 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Ford-Serbu Donna
9965 FEDERAL DRIVE
COLORADO SPRINGS, CO80921
Sr. VP Sales and Mktg, LM
Signatures
/s/ Robert McCormack, Attorney-in-Fact for Donna Ford-Serbu 08/11/2017
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Per the terms of the Agreement and Plan of Merger, dated as of June 27, 2017, among the Company, Philips Holding USA Inc., a Delaware corporation, and HealthTech Merger Sub, Inc., a Delaware corporation (the "Merger Agreement") and the Offer (as defined in the Merger Agreement), each share of Company common stock other than the shares described in Note 2 below was validly tendered for $38.50 per share in cash, without interest and less any required withholding taxes.
( 2 )Includes 6,315 shares of Company common stock underlying performance stock units that were subject solely to service-based vesting conditions immediately prior to the Effective Time (as defined in the Merger Agreement) and that, pursuant to their terms upon consummation of the Merger Agreement, were treated as restricted stock units and were cancelled at the Effective Time and converted into the right to receive $38.50 per share in cash, without interest and less any required withholding taxes.
( 3 )Per the terms of the Merger Agreement, each stock option that was outstanding and unexercised as of immediately prior to the Effective Time (as defined in the Merger Agreement), whether or not vested, was cancelled and converted into the right to receive cash in an amount equal to the product of (i) the number of shares of Company common stock for which such stock option had not then been exercised and (i i) the excess, if any, of the 38.50 per share in cash over the exercise price per share of Company common stock subject to each such stock option, without interest and less any required withholding taxes.
( 4 )Per the terms of the Merger Agreement, each restricted stock unit award that was outstanding as of immediately prior to the Effective Time (as defined in the Merger Agreement), was cancelled and converted into the right to receive cash in amount equal to $38.50 per share in cash, without interest and less any required withholding taxes.
( 5 )Per the terms of the Merger Agreement, each performance stock unit award (other than performance stock units described in Note 2 above) that was outstanding as of immediately prior to the Effective Time (as defined in the Merger Agreement), was cancelled and converted into the right to receive cash equal to the product of (i) (A) for performance stock units granted in 2016, the number of shares of Company common stock subject to such Company performance stock unit (assuming that any applicable performance conditions were deemed to be achieved at 150% of the target performance level), and (B) for performance stock units granted in 2017, the number of shares of Company common stock subject to such performance stock units (assuming that any applicable performance conditions were deemed to be achieved at the target performance level) and (ii) $38.50, without interest and less any required withholding taxes.

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.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.