0001235802-14-000016.txt : 20140117 0001235802-14-000016.hdr.sgml : 20140117 20140117164857 ACCESSION NUMBER: 0001235802-14-000016 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20140115 FILED AS OF DATE: 20140117 DATE AS OF CHANGE: 20140117 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Tornier N.V. CENTRAL INDEX KEY: 0001492658 STANDARD INDUSTRIAL CLASSIFICATION: ORTHOPEDIC, PROSTHETIC & SURGICAL APPLIANCES & SUPPLIES [3842] IRS NUMBER: 980509600 STATE OF INCORPORATION: P7 FISCAL YEAR END: 1227 BUSINESS ADDRESS: STREET 1: PRINS BERNHARDPLEIN 200 CITY: AMSTERDAM STATE: P7 ZIP: 1097JB BUSINESS PHONE: 952-426-7600 MAIL ADDRESS: STREET 1: 10801 NESBITT AVENUE S. CITY: BLOOMINGTON STATE: MN ZIP: 55437 FORMER COMPANY: FORMER CONFORMED NAME: Tornier B.V. DATE OF NAME CHANGE: 20100524 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: EMMITT RICHARD B CENTRAL INDEX KEY: 0001083927 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-35065 FILM NUMBER: 14535610 MAIL ADDRESS: STREET 1: 18 BANK STREET CITY: SUMMIT STATE: NJ ZIP: 07901 4 1 primary_doc.xml PRIMARY DOCUMENT X0306 4 2014-01-15 0 0001492658 Tornier N.V. TRNX 0001083927 EMMITT RICHARD B C/O THE VERTICAL GROUP, L.P. 106 ALLEN ROAD, SUITE 207 BASKING RIDGE NJ 07920 1 0 0 0 Ordinary Shares, par value EUR 0.03 per share 2014-01-15 4 J 0 325000 19.94 D 328269 I See footnote Ordinary Shares, par value EUR 0.03 per share 2014-01-15 4 J 0 4070 19.94 A 31003 I See footnote Ordinary Shares, par value EUR 0.03 per share 2014-01-15 4 J 0 140 19.94 A 402 I By Spouse Ordinary Shares, par value EUR 0.03 per share 2014-01-15 4 J 0 110 19.94 A 316 I See footnote Ordinary Shares, par value EUR 0.03 per share 2014-01-15 4 J 0 9751 19.94 A 61687 D Distribution of an aggregate of 325,000 ordinary shares to partners of Vertical Fund I, L.P., or VFI, and Vertical Fund II, L.P., or VFII, including an aggregate of 13,821 ordinary shares distributed to Mr. Emmitt and an IRA account of Mr. Emmitt and an aggregate of 250 ordinary shares distributed to Mr. Emmitt's spouse and an IRA account of Mr. Emmitt's spouse. Represents the closing market price of the ordinary shares on the NASDAQ Global Select Market on the trading day immediately preceding the distribution of ordinary shares to partners of VFI and VFII. Includes 288,411 shares held by VFI, a Delaware limited partnership, and 39,858 shares held by VFII, a Delaware limited partnership. The Vertical Group, L.P., a Delaware limited partnership, is the sole general partner of each of VFI and VFII, and The Vertical Group GP, LLC controls The Vertical Group, L.P. Mr. Emmitt is a Member and Manager of The Vertical Group GP, LLC, which controls The Vertical Group, L.P. All ordinary shares indicated as owned by Mr. Emmitt are included because of his affiliation with The Vertical Group, L.P. Mr. Emmitt disclaims beneficial ownership of all securities that may be deemed to be beneficially owned by The Vertical Group, L.P., except to the extent of any indirect pecuniary interest therein. This Form 4 shall not be deemed an admission that Mr. Emmitt or any other person referred to herein is a beneficial owner of any securities for purposes of Section 16 of the Securities Exchange Act of 1934 or for any other purpose. Held by an IRA account of Mr. Emmitt. Held by Mr. Emmitt's spouse. Mr. Emmitt disclaims beneficial ownership of all securities that may be deemed to be beneficially owned by his spouse, except to the extent of any indirect pecuniary interest therein. This Form 4 shall not be deemed an admission that Mr. Emmitt or any other person referred to herein is a beneficial owner of any securities for purposes of Section 16 of the Securities Exchange Act of 1934 or for any other purpose. Held by an IRA account of Mr. Emmitt's spouse. Mr. Emmitt disclaims beneficial ownership of all securities that may be deemed to be beneficially owned by his spouse, except to the extent of any indirect pecuniary interest therein. This Form 4 shall not be deemed an admission that Mr. Emmitt or any other person referred to herein is a beneficial owner of any securities for purposes of Section 16 of the Securities Exchange Act of 1934 or for any other purpose. Includes 7,841 ordinary shares that will be issued over time upon vesting pursuant to restricted stock units granted under the Tornier N.V. 2010 Incentive Plan, as amended. /s/ Kevin M. Klemz, attorney-in-fact 2014-01-17