X0306 4 2014-03-06 0 0001389072 HeartWare International, Inc. HTWR 0001062538 MCAREE PETER F C/O HEARTWARE INTERNATIONAL, INC. 205 NEWBURY STREET, SUITE 101 FRAMINGHAM MA 01701 0 1 0 0 SVP, CFO and Treasurer Common Stock 2014-03-06 4 M 0 1400 0.00 A 5386 D Common Stock 2014-03-11 4 S 0 465 93.71 D 4921 D On February 7, 2013 the reporting person was granted restricted stock units for an aggregate of 1,400 shares of common stock. The award vested based on HeartWare's satisfaction of certain performance criteria. The performance criteria was determined to have been satisfied on March 6, 2014 resulting in the issuance of 1,400 shares of common stock 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 sale proceeds were utilized to pay all payroll taxes related to the vesting of restricted stock units and receipt of the related shares reported on this Form 4. /s/ Larry Knopf as Attorney-in-Fact 2014-03-12