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*
Teany Douglas

(Last) (First) (Middle)
309 WAVERLY OAKS ROAD, SUITE 105
C/O CORINDUS VASCULAR ROBOTICS, INC.

(Street)
WALTHAM MA 02452

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
Corindus Vascular Robotics, Inc. [ CVRS ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Chief Operating Officer
3. Date of Earliest Transaction (Month/Day/Year)
10/29/2019
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)
Code V Amount (A) or (D) Price
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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Non-qualified stock option (right to buy) $0.991 10/29/2019 D(1) 400,000 (2) 03/21/2026 Common Stock 400,000 $3.289(3) 0 D
Non-qualified stock option (right to buy) $1.17 10/29/2019 D(1) 100,000 (4) 04/07/2027 Common Stock 100,000 $3.11(3) 0 D
Non-qualified stock option (right to buy) $1.05 10/29/2019 D(1) 125,000 (5) 02/02/2028 Common Stock 125,000 $3.23(3) 0 D
Non-qualified stock option (right to buy) $0.89 10/29/2019 D(1) 500,000 (6) 06/14/2028 Common Stock 500,000 $3.39(3) 0 D
Non-qualified stock option (right to buy) $1.2 10/29/2019 D(1) 250,000 (7) 01/31/2029 Common Stock 250,000 $3.08(3) 0 D
Explanation of Responses:
1. On October 29, 2019, Siemens Medical Solutions USA, Inc., a Delaware corporation ("Parent"), acquired the Issuer pursuant to that certain Agreement and Plan of Merger entered into by and among the Issuer, Parent and Corpus Merger Inc., a Delaware corporation and wholly-owned subsidiary of Parent ("Merger Sub"), dated as of August 7, 2019 (the "Merger Agreement"). In accordance with the Merger Agreement, Merger Sub merged with and into the Issuer, with the Issuer surviving such merger as a wholly-owned subsidiary of Parent (the "Merger").
2. This option provided for vesting over a period of four years, with the first 25% vesting on March 21, 2017 and the remaining 75% vesting in 36 equal monthly installments at the end of every month thereafter.
3. At the effective time of the Merger (the "Effective Time"), which occurred on October 29, 2019, each outstanding and unexercised option to purchase shares of the Issuer's common stock automatically converted into the right to receive a cash payment equal to the product of (i) the excess, if any, of $4.28 over the per share exercise price of such option, and (ii) the number of shares of the Issuer's common stock subject to such option as of the Effective Time, without interest and net of any applicable withholding taxes.
4. This option provided for vesting over a period of four years, with the first 25% vesting on April 7, 2018 and the remaining 75% vesting in 36 equal monthly installments at the end of every month thereafter.
5. This option provided for vesting over a period of four years, with the first 25% vesting on February 2, 2019 and the remaining 75% vesting in 36 equal monthly installments at the end of every month thereafter.
6. This option provided for vesting over a period of four years, with the first 25% vesting on June 15, 2019 and the remaining 75% vesting in 36 equal monthly installments at the end of every month thereafter.
7. This option provided for vesting over a period of four years, with the first 25% vesting on February 1, 2020 and the remaining 75% vesting in 36 equal monthly installments at the end of every month thereafter.
/s/ Douglas Teany 10/31/2019
** 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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