X0303 4 2010-09-16 0 0001389072 HeartWare International, Inc. HTWR 0001404254 McIntyre David C/O HEARTWARE INTERNATIONAL, INC. 205 NEWBURY STREET, SUITE 101 FRAMINGHAM MA 01701 0 1 0 0 CFO & COO Common Stock 2010-09-16 4 M 0 24167 0.00 A 24948 D Common Stock 2010-09-16 4 S 0 5150 71.42 D 19798 D Common Stock 2010-09-16 4 S 0 7415 71.41 D 12383 D Common Stock 2010-09-17 4 S 0 4189 71.36 D 8194 D Common Stock 2010-09-17 4 S 0 7413 71.36 D 781 D Restricted Stock Unit 2010-09-16 4 M 0 24167 0.00 D 2010-09-16 2019-09-16 Common Stock 24167 51190 D On September 16, 2009, the reporting person was granted restricted stock units to acquire 72,500 shares of HeartWare International common stock. The award vests in three equal annual installments commencing on September 16, 2010. On September 16, 2010, 24,167 shares of common stock were automatically issued to the reporting person. These shares were sold pursuant to a pre-arranged trading plan in accordance with Rule 10b5-1 of the Securities Exchange Act of 1934. The price represents the weighted average sale price for multiple transactions reported on this line. The prices of the transactions ranged from $70.71 to $73.25. The reporting person has provided the issuer and will provide any security holder of the issuer or the SEC Staff, upon request, information regarding the number of shares sold at each price within the range. These shares were sold pursuant to a pre-arranged trading plan adopted by the reporting person on February 22, 2010 in accordance with Rule 10b5-1 of the Securities Exchange Act of 1934. The price represents the weighted average sale price for multiple transactions reported on this line. The prices of the transactions ranged from $70.71 to $73.26. The reporting person has provided the issuer and will provide any security holder of the issuer or the SEC Staff, upon request, information regarding the number of shares sold at each price within the range. The price represents the weighted average sale price for multiple transactions reported on this line. The prices of the transactions ranged from $71.20 to $71.85. The reporting person has provided the issuer and will provide any security holder of the issuer or the SEC Staff, upon request, information regarding the number of shares sold at each price within the range. The price represents the weighted average sale price for multiple transactions reported on this line. The prices of the transactions ranged from $71.13 to $71.85. The reporting person has provided the issuer and will provide any security holder of the issuer or the SEC Staff, upon request, information regarding the number of shares sold at each price within the range. Each restricted stock unit represents a contingent right to receive one share of the Company's common stock. /s/ David McIntyre 2010-09-20