0001235802-13-000060.txt : 20130517
0001235802-13-000060.hdr.sgml : 20130517
20130517161140
ACCESSION NUMBER: 0001235802-13-000060
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 2
CONFORMED PERIOD OF REPORT: 20130515
FILED AS OF DATE: 20130517
DATE AS OF CHANGE: 20130517
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: 13855226
MAIL ADDRESS:
STREET 1: 18 BANK STREET
CITY: SUMMIT
STATE: NJ
ZIP: 07901
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: FRED ROESKESTRAAT 123
CITY: AMSTERDAM
STATE: P7
ZIP: 1076EE
BUSINESS PHONE: 952-426-7600
MAIL ADDRESS:
STREET 1: 7701 FRANCE AVENUE SOUTH
STREET 2: SUITE 600
CITY: EDINA
STATE: MN
ZIP: 55435
FORMER COMPANY:
FORMER CONFORMED NAME: Tornier B.V.
DATE OF NAME CHANGE: 20100524
4
1
primary_doc.xml
PRIMARY DOCUMENT
X0306
4
2013-05-15
0
0001492658
Tornier N.V.
TRNX
0001083927
EMMITT RICHARD B
C/O THE VERTICAL GROUP, L.P.
25 DEFOREST AVENUE
SUMMIT
NJ
07901
1
0
0
0
Ordinary Shares, par value EUR 0.03 per share
2013-05-15
4
S
0
230000
15.3425
D
653269
I
See footnote
Ordinary Shares, par value EUR 0.03 per share
46059
D
Ordinary Shares, par value EUR 0.03 per share
26933
I
See footnote
Ordinary Shares, par value EUR 0.03 per share
262
I
By Spouse
Ordinary Shares, par value EUR 0.03 per share
206
I
See footnote
Represents a public offering price of $16.15 per ordinary share less underwriting discounts of $0.8075 per ordinary share pursuant to an Underwriting Agreement dated May 9, 2013.
See Exhibit 99.1.
Includes 4,527 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.
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.
/s/ Kevin M. Klemz, attorney-in-fact
2013-05-17
EX-99.1
2
emmittexhibit.txt
Explanation of Responses
(2) Includes 548,411 shares held by VFI, a Delaware
limited partnership, and 104,858 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.