SEC FORM 4

SEC Form 4

FORM 4

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
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

EDELMAN RICHARD W

(Last)

(First)

(Middle)

1600 W. MERIT PARKWAY

(Street)

SOUTH JORDAN

84095

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
MERIT MEDICAL SYSTEMS INC [ MMSI ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

3. Date of Earliest Transaction (Month/Day/Year)
05/24/2017

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock, No Par Value	05/24/2017⁽¹⁾		M		11,621⁽²⁾	A	$13.16	17,621	D
Common Stock, No Par Value	05/24/2017⁽¹⁾		S		7,437⁽²⁾	D	$34.5	10,184	D
Common Stock, No Par Value	05/25/2017⁽¹⁾		M		13,379⁽³⁾	A	$13.16	23,563	D
Common Stock, No Par Value	05/25/2017⁽¹⁾		S		8,563⁽³⁾	D	$34.42⁽⁴⁾	15,000	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 (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	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 (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Non-qualified stock options (right to buy)	$13.16	05/24/2017		M			11,621	06/25/2011⁽⁵⁾	06/25/2017	Common Stock	11,621	$0	13,379	D
Non-qualified stock options (right to buy)	$13.16	05/25/2017		M			13,379	06/25/2011⁽⁵⁾	06/25/2017	Common Stock	13,379	$0	0	D
Non-qualified stock options (right to buy)	$13.75							08/11/2012⁽⁶⁾	08/11/2018	Common Stock	20,000		20,000	D
Non-qualified stock options (right to buy)	$12.91							05/23/2013⁽⁷⁾	05/23/2019	Common Stock	20,000		20,000	D
Non-qualified stock options (right to buy)	$9.95							05/22/2014⁽⁸⁾	05/22/2020	Common Stock	25,000		25,000	D
Non-qualified stock options (right to buy)	$13.99							06/11/2015⁽⁹⁾	06/11/2021	Common Stock	25,000		25,000	D
Non-qualified stock options (right to buy)	$20.27							05/22/2016⁽¹⁰⁾	05/22/2022	Common Stock	25,000		25,000	D
Non-qualified stock options (right to buy)	$18.8							05/26/2017⁽¹¹⁾	05/26/2023	Common Stock	25,000		25,000	D

Explanation of Responses:

1. The Reporting Person ceased to be a director of the Issuer on March 24, 2017.

2. The Reporting Person paid the exercise price on a cashless basis, resulting in the Issuer's withholding of 7,437 of such shares to pay the exercise price and taxes and issuing the remaining 4,184 shares to the Reporting Person.

3. The Reporting Person paid the exercise price on a cashless basis, resulting in the Issuer's withholding of 8,563 of such shares to pay the exercise price and taxes and issuing the remaining 4,816 shares to the Reporting Person.

4. The price reported in Column 4 of Table 1 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $34.40 to 34.50, inclusive. The Reporting Person undertakes to provide to Issuer, any security holder of Issuer, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this Form 4.

5. Became exercisable in equal annual installments of 20% commencing 06/25/2011.

6. Became exercisable in equal annual installments of 20% commencing 08/11/2012.

7. Became exercisable in equal annual installments of 20% commencing 05/23/2013.

8. Became exercisable in equal annual installments of 20% commencing 05/22/2014. Installments scheduled for vesting after 5/22/2017 will not be exercisable.

9. Became exercisable in equal annual installments of 20% commencing 06/11/2015. Installments scheduled for vesting after 6/11/2017 will not be exercisable.

10. Became exercisable in equal annual installments of 20% commencing 05/22/2016. Installments scheduled for vesting after 5/22/2017 will not be exercisable.

11. Became exercisable in equal annual installments of 20% commencing 05/26/2017. Installments scheduled for vesting after 5/26/2017 will not be exercisable.

	Brian G. Lloyd, Attorney-in-Fact	05/26/2017
	** Signature of Reporting Person	Date
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).
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