Document

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (October 16, 2018): October 22, 2018

LivaNova PLC

(Exact Name of Registrant as Specified in its Charter)



England and Wales (State or Other Jurisdiction of Incorporation)	001-37599 (Commission File Number)	98-1268150 (IRS Employer Identification No.)

20 Eastbourne Terrace

London, W2 6LG

United Kingdom

(Address of Principal Executive Offices)

+44 20 33250660

(Registrant’s Telephone Number, Including Area Code)

N/A

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instructions A.2. below):

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).



	Emerging growth company	o

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.



		o

Item 8.01 Other Events.

On October 16, 2018, the Compensation Committee of the Board of Directors of LivaNova Plc (the “Company”) approved an amended procedure to facilitate the periodic issuance of equity awards. Until further notice, the Compensation Committee will approve all equity awards with an effective date of March 30 (rather than March 15), June 15, September 15 or December 15 of each year (each, a “Quarterly Grant Date”). Under the procedure, the Compensation Committee may meet on or prior to the Quarterly Grant Date without regard as to the Company’s possession or not of material non-public information and approve equity awards with an effective date on the Quarterly Grant Date. The share price in respect of any such award will be the most recent closing price of an ordinary share of the Company’s stock on the NASDAQ Stock Market as of the Quarterly Grant Date.

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.



	LivaNova PLC


Date: October 22, 2018	By:/s/ Catherine Moroz
	Name: Catherine Moroz
	Title: Company Secretary