Sec Form 4 Filing - Lampropoulos Justin J. @ MERIT MEDICAL SYSTEMS INC - 2020-02-26

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
Lampropoulos Justin J.
2. Issuer Name and Ticker or Trading Symbol
MERIT MEDICAL SYSTEMS INC [ MMSI]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
EXEC. V.P. MKTG & STRATEGY
(Last) (First) (Middle)
1600 WEST MERIT PARKWAY
3. Date of Earliest Transaction (MM/DD/YY)
02/26/2020
(Street)
SOUTH JORDAN, UT84095
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
Non-qualified stock options (right to buy) $ 12.06 10/04/2015( 1 ) 10/04/2021 Common Stock 25,000 25,000 D
Non-qualified stock options (right to buy) $ 17.27 02/13/2016( 2 ) 02/13/2022 Common Stock 20,000 20,000 D
Non-qualified stock options (right to buy) $ 16.05 01/28/2017( 3 ) 01/28/2023 Common Stock 20,000 20,000 D
Non-qualified stock options (right to buy) $ 28.2 04/14/2018( 4 ) 04/14/2024 Common Stock 25,000 25,000 D
Non-qualified stock options (right to buy) $ 44.8 03/02/2019( 5 ) 03/02/2025 Common Stock 20,000 20,000 D
Non-qualified stock options (right to buy) $ 55.73 03/01/2020( 6 ) 03/01/2026 Common Stock 30,000 30,000 D
Non-qualified stock options (right to buy) $ 37.71 02/26/2020 A 16,722 02/26/2021( 7 ) 02/26/2027 Common Stock 16,722 $ 0 16,722 D
Performance Share Units ( 8 ) 02/26/2020 A 7,955 ( 9 ) 03/15/2021( 10 ) 03/15/2023( 10 ) Common Stock 7,955 $ 0 7,955 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Lampropoulos Justin J.
1600 WEST MERIT PARKWAY
SOUTH JORDAN, UT84095
EXEC. V.P. MKTG & STRATEGY
Signatures
Brian G. Lloyd, Attorney-in-Fact 02/28/2020
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Becomes exercisable in equal annual installments of 20% commencing on 10/04/2015.
( 2 )Becomes exercisable in equal annual installments of 20% commencing on 02/13/2016.
( 3 )Becomes exercisable in equal annual installments of 20% commencing on 01/28/2017.
( 4 )Becomes exercisable in equal annual installments of 20% commencing on 04/14/2018.
( 5 )Becomes exercisable in equal annual installments of 20% commencing on 03/02/2019.
( 6 )Becomes exercisable in equal annual installments of 20% commencing on 03/01/2020..
( 7 )Becomes exercisable in equal annual installments of 25% commencing on 02/26/2021.
( 8 )Each performance share unit represents the Company's commitment to issue one share of Merit Medical Systems, Inc. common stock, subject to achievement of performance criteria.
( 9 )On February 26, 2020, the reporting person was awarded a target number of performance share units ("PSUs") pursuant to a Performance Stock Unit Award Agreement by and between the Reporting Person and the Issuer. The actual number of PSUs to be awarded to the Reporting Person will be based upon the Issuer's free cash flow measured against its 2020 financial plan over one, two and three-year periods ending December 31, 2020, 2021 and 2022, respectively, and subject to the Reporting Person's continued employment with the Issuer and the conditions set forth in the Stock Unit Award Agreement.
( 10 )If earned by the Reporting Person, the PSUs will be awarded not later than March 15 of the year following the Issuer's achievement of the target level of free cash flow, subject to conditions set forth in the Performance Stock Unit Award Agreement.

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