0001760173-19-000022.txt : 20190311 0001760173-19-000022.hdr.sgml : 20190311 20190311131150 ACCESSION NUMBER: 0001760173-19-000022 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20190308 FILED AS OF DATE: 20190311 DATE AS OF CHANGE: 20190311 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: STOLPER MARK CENTRAL INDEX KEY: 0001281961 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-38832 FILM NUMBER: 19671731 MAIL ADDRESS: STREET 1: 150 COTNER AVENUE CITY: LOS ANGELES STATE: CA ZIP: 90025 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: RTI Surgical Holdings, Inc. CENTRAL INDEX KEY: 0001760173 STANDARD INDUSTRIAL CLASSIFICATION: ORTHOPEDIC, PROSTHETIC & SURGICAL APPLIANCES & SUPPLIES [3842] IRS NUMBER: 832540607 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 520 LAKE COOK ROAD, SUITE 315 CITY: DEERFIELD STATE: IL ZIP: 60015 BUSINESS PHONE: 3864188888 MAIL ADDRESS: STREET 1: 520 LAKE COOK ROAD, SUITE 315 CITY: DEERFIELD STATE: IL ZIP: 60015 FORMER COMPANY: FORMER CONFORMED NAME: Bears Holding Sub, Inc. DATE OF NAME CHANGE: 20181127 4 1 primary_doc.xml PRIMARY DOCUMENT X0306 4 2019-03-08 0 0001760173 RTI Surgical Holdings, Inc. RTIX 0001281961 STOLPER MARK 520 LAKE COOK ROAD, SUITE 315 DEERFIELD IL 60015 1 0 0 0 Common Stock 2019-03-08 4 A 0 66784 A 66784 D On March 8, 2019, pursuant to the Master Transaction Agreement, by and among the Issuer, RTI Surgical, Inc., a Delaware corporation ("Old RTI"), PS Spine Holdco, LLC, a Delaware limited liability company (the "Member"), and Bears Merger Sub, Inc., a Delaware corporation (the "Merger Sub"): (a) the Merger Sub merged with and into Old RTI, with Old RTI surviving as a wholly-owned subsidiary of the Issuer (the "Merger"); (b) the Member contributed all of the issued and outstanding membership interests of Paradigm Spine, LLC, a Delaware limited liability company and wholly owned subsidiary of the Member, to the Issuer; and (c) the Issuer was renamed "RTI Surgical Holdings, Inc." Pursuant to the Master Transaction Agreement, at the effective time of the Merger: (a) each issued and outstanding share of common stock of Old RTI converted automatically into one share of the Issuer's common stock; (b) each issued and outstanding share of Series A Convertible Preferred Stock of Old RTI converted automatically into one share of the Issuer's Series A Convertible Preferred Stock; and (c) each stock option and restricted stock award granted by Old RTI converted into a stock option or restricted stock award, as applicable, of the Issuer with respect to an equivalent number of shares of the Issuer's common stock on the same terms and conditions as were applicable prior to the Closing. This report reflects the beneficial ownership of the reporting person at the time of the consummation of the Merger and does not include the securities of the Issuer acquired by the reporting person upon the consummation of the Merger. Total includes 21,322 shares of restricted stock that will vest on 2/26/2020. /s/Mark Stolper 2019-03-11