0000899243-22-020510.txt : 20220601 0000899243-22-020510.hdr.sgml : 20220601 20220601174537 ACCESSION NUMBER: 0000899243-22-020510 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20220527 FILED AS OF DATE: 20220601 DATE AS OF CHANGE: 20220601 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Kroll Werner CENTRAL INDEX KEY: 0001609320 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-41409 FILM NUMBER: 22988524 MAIL ADDRESS: STREET 1: 12544 HIGH BLUFF DRIVE STREET 2: SUITE 200 CITY: SAN DIEGO STATE: CA ZIP: 92130 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: QuidelOrtho Corp CENTRAL INDEX KEY: 0001906324 STANDARD INDUSTRIAL CLASSIFICATION: IN VITRO & IN VIVO DIAGNOSTIC SUBSTANCES [2835] IRS NUMBER: 000000000 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 9975 SUMMERS RIDGE ROAD CITY: SAN DIEGO STATE: CA ZIP: 92121 BUSINESS PHONE: (858) 552-1100 MAIL ADDRESS: STREET 1: 9975 SUMMERS RIDGE ROAD CITY: SAN DIEGO STATE: CA ZIP: 92121 FORMER COMPANY: FORMER CONFORMED NAME: Coronado Topco, Inc. DATE OF NAME CHANGE: 20220124 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2022-05-27 0 0001906324 QuidelOrtho Corp QDEL 0001609320 Kroll Werner 9975 SUMMERS RIDGE ROAD SAN DIEGO CA 92121 0 1 0 0 See Remarks Common Stock 2022-05-27 4 A 0 18762 A 18762 D Non-Qualified Stock Options 46.41 2022-05-27 4 A 0 2303 0.00 A 2028-01-16 Common Stock 2303 2303 D Non-Qualified Stock Options 59.12 2022-05-27 4 A 0 3924 0.00 A 2029-02-04 Common Stock 3924 3924 D Restricted Stock Units 2022-05-27 4 A 0 3925 0.00 A Common Stock 3925 3925 D Restricted Stock Units 2022-05-27 4 A 0 2743 0.00 A Common Stock 2743 2743 D Restricted Stock Units 2022-05-27 4 A 0 823 0.00 A Common Stock 823 823 D Restricted Stock Units 2022-05-27 4 A 0 4268 0.00 A Common Stock 4268 4268 D Restricted Stock Units 2022-05-27 4 A 0 1962 0.00 A Common Stock 1962 1962 D Restricted Stock Units 2022-05-27 4 A 0 2625 0.00 A Common Stock 2625 2625 D Restricted Stock Units 2022-05-27 4 A 0 3510 0.00 A Common Stock 3510 3510 D Restricted Stock Units 2022-05-27 4 A 0 10642 0.00 A Common Stock 10642 10642 D Restricted Stock Units 2022-05-27 4 A 0 7256 0.00 A Common Stock 7256 7256 D Pursuant to the Business Combination Agreement, dated as of December 22, 2021 (the "Business Combination Agreement") by and among Quidel Corporation ("Quidel"), Ortho Clinical Diagnostics Holdings plc, QuidelOrtho Corporation ("QuidelOrtho"), Orca Holdco, Inc., Laguna Merger Sub, Inc. and Orca Holdco 2, Inc., each share of common stock of Quidel beneficially owned by the Reporting Person at the effective time of the transaction contemplated by the Business Combination Agreement was exchanged for one share of common stock of QuidelOrtho. Pursuant to the Business Combination Agreement, the Quidel Non-Qualified Stock Options were converted into an equal number of Non-Qualified Stock Options to purchase shares of common stock of QuidelOrtho on the same terms and conditions (including applicable vesting conditions). Vested in full. 5,888 shares are vested in full; 1,962 shares will vest on February 4, 2023. Each restricted stock unit represents the right to receive one share of QuidelOrtho common stock. Pursuant to the Business Combination Agreement, the Quidel restricted stock units were converted into an equal number of restricted stock units representing the right to receive shares of common stock of QuidelOrtho on the same terms and conditions (including applicable vesting conditions). 3,925 shares will vest on February 4, 2023. Release of restricted stock units was deferred pursuant to QuidelOrtho's deferred compensation program applicable to participating employees and will occur according to the elected deferral schedule. 4,268 shares will vest on February 4, 2023. 1,962 shares will vest in equal installments on July 1, 2022 and July 1, 2023. 1,312 shares will vest on February 1, 2023; and 1,313 shares will vest on February 1, 2024. 3,510 shares will vest in equal installments on July 28, 2022, July 28, 2023 and July 28, 2024. 3,547 shares will vest on each of January 31, 2023 and January 31, 2024; 3,548 shares will vest on January 31, 2025. 3,628 shares will vest on January 31, 2024; the remaining 3,628 shares will vest in equal installments on January 31, 2025 and January 31, 2026. SVP, Research and Development /s/ Phillip S. Askim, attorney-in-fact for Werner Kroll 2022-06-01