Sec Form 4 Filing - PETTY BETTY A @ EXACTECH INC - 2018-02-14

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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
PETTY BETTY A
2. Issuer Name and Ticker or Trading Symbol
EXACTECH INC [ EXAC]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
X __ Officer (give title below) _____ Other (specify below)
Vice President, Administration
(Last) (First) (Middle)
6717 NW 48TH LANE
3. Date of Earliest Transaction (MM/DD/YY)
02/14/2018
(Street)
GAINESVILLE, FL32653
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 02/14/2018 S( 1 ) 2,300,000 D $ 0 ( 1 ) 780,271 I by Partnership
Common Stock 02/14/2018 S( 2 ) 780,271 D $ 49.25 0 I by Partnership
Common Stock 02/14/2018 S( 1 ) 75,400 D $ 0 ( 1 ) 0 D
Common Stock 02/14/2018 S( 1 ) V 102,400 D $ 0 ( 1 ) 0 I by Spouse
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 Option (right to buy) $ 16.33 02/14/2018 S 11,900 02/22/2017 02/22/2019 Common Stock 11,900 $ 49.25 ( 3 ) 0 D
Non-Qualified Option (right to buy) $ 18.55 02/14/2018 S 3,000 02/25/2018 02/25/2020 Common Stock 3,000 $ 49.25 ( 3 ) 0 D
Non-Qualified Option (right to buy) $ 20.9 02/14/2018 S 8,000 05/09/2019 05/09/2021 Common Stock 8,000 $ 49.25 ( 3 ) 0 D
Non-Qualified Stock Option (right to buy) $ 23.28 02/14/2018 S 6,000 04/29/2020 04/29/2022 Common Stock 6,000 $ 49.25 ( 3 ) 0 D
Non-Qualified Stock Option (right to buy) $ 30.5 02/14/2018 S 5,000 05/03/2022 05/03/2024 Common Stock 5,000 $ 49.25 ( 3 ) 0 D
Non-Qualified Option (right to buy) $ 16.33 02/14/2018 S 75,000 02/22/2017 02/22/2019 Common Stock 75,000 $ 49.25 ( 3 ) 0 I By Spouse ( 4 )
Non-Qualified Option (right to buy) $ 18.55 02/14/2018 S 75,000 02/25/2018 02/25/2020 Common Stock 75,000 $ 49.25 ( 3 ) 0 I By Spouse ( 4 )
Non-Qualified Option (right to buy) $ 20.9 02/14/2018 S 55,217 05/09/2019 05/09/2021 Common Stock 55,217 $ 49.25 ( 3 ) 0 I By Spouse ( 4 )
Non-Qualified Stock Option (right to buy) $ 23.28 02/14/2018 S 50,000 04/29/2020 04/29/2022 Common Stock 50,000 $ 49.25 ( 3 ) 0 I By Spouse ( 4 )
Non-Qualified Stock Option (right to buy) $ 30.5 02/14/2018 S 42,000 05/03/2022 05/03/2024 Common Stock 42,000 $ 49.25 ( 3 ) 0 I By Spouse ( 4 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
PETTY BETTY A
6717 NW 48TH LANE
GAINESVILLE, FL32653
Vice President, Administration
Signatures
/s/ Betty A. Petty 02/16/2018
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Shares were disposed of pursuant to an Agreement and Plan of Merger, dated October 22, 2017, as amended by Amendment No.1 dated as of December 3, 2017, by and among Osteon Holdings, L.P. ("Parent"), Osteon Merger Sub, Inc., an indirect wholly owned subsidiary of Parent , and Exactech, Inc., in exchange for equity interests in Parent, each with value equal to or less than $49.25, on the effective date of the merger.
( 2 )Shares were disposed of pursuant to an Agreement and Plan of Merger, dated October 22, 2017, as amended by Amendment No.1 dated as of December 3, 2017, by and among Osteon Holdings, L.P., Osteon Merger Sub, Inc., an indirect wholly owned subsidiary of Parent , and Exactech, Inc., in exchange for $49.25 per share on the effective date of the merger.
( 3 )Pursuant to the Agreement and Plan of Merger, dated October 22, 2017, as amended by Amendment No.1 dated as of December 3, 2017, by and among Osteon Holdings, L.P., Osteon Merger Sub, Inc., an indirect wholly owned subsidiary of Parent, and Exactech, Inc., the option was canceled in exchange for a cash payment equal to $49.25 per share underlying such option minus the per share exercise price of the option, less any required withholding of taxes.
( 4 )Such options were granted to Mrs. Petty's spouse, Dr. William Petty, Executive Chairman of the Board, of the Issuer.

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