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*
ANDREWS DEBORAH J

(Last) (First) (Middle)
25651 ATLANTIC OCEAN DRIVE

(Street)
LAKE FOREST CA 92630

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
STAAR SURGICAL CO [ STAA ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Chief Financial Officer
3. Date of Earliest Transaction (Month/Day/Year)
01/21/2020
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
Common Stock 01/21/2020 M 20,000 A $11 52,101 D
Common Stock 01/21/2020 M 20,000 A $5.34 72,101 D
Common Stock 01/21/2020 M 10,000 A $15.54 82,101 D
Common Stock 01/21/2020 M 15,000 A $7.35 97,101 D
Common Stock 01/21/2020 M 9,000 A $7.36 106,101 D
Common Stock 01/21/2020 M 4,583 A $9.3 110,684 D
Common Stock 01/21/2020 M 17,360 A $15.25 128,044 D
Common Stock 01/21/2020 M 7,291 A $16.15 135,335 D
Common Stock 01/21/2020 M 3,370 A $29.8 138,705 D
Common Stock 01/21/2020 S 106,604 D $42.2(1) 32,101 D
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
Common Stock Options $11 01/21/2020 M 20,000 (2)(3) 03/01/2022 Common Stock 20,000 $0.00 0 D
Common Stock Options $5.34 01/21/2020 M 20,000 (2) 03/03/2023 Common Stock 20,000 $0.00 0 D
Common Stock Options $15.54 01/21/2020 M 10,000 (4) 03/06/2024 Common Stock 10,000 $0.00 0 D
Common Stock Options $7.35 01/21/2020 M 15,000 (5) 04/06/2025 Common Stock 15,000 $0.00 0 D
Common Stock Options $7.36 01/21/2020 M 9,000 (6) 04/03/2026 Common Stock 9,000 $0.00 0 D
Common Stock Options $9.3 01/21/2020 M 4,583 (7) 03/20/2027 Common Stock 4,583 $0.00 139 D
Common Stock Options $15.25 01/21/2020 M 17,360 (8) 11/12/2027 Common Stock 17,360 $0.00 695 D
Common Stock Options $16.15 01/21/2020 M 7,291 (9) 03/14/2028 Common Stock 7,291 $0.00 347 D
Common Stock Options $29.8 01/21/2020 M 3,370 (10) 06/13/2021 Common Stock 3,370 $0.00 188 D
Explanation of Responses:
1. The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $41.86 to $42.53, inclusive.
2. These stock options became exercisable in three equal annual installments on March 4, 2014, March 4, 2015, and March 4, 2016.
3. These stock options became exercisable in three equal annual installments on March 2, 2013, March 2, 2014, and March 2, 2015.
4. These stock options became exercisable in three equal annual installments on March 7, 2015, March 7, 2016, and March 7, 2017.
5. These stock options became exercisable in three equal annual installments on April 7, 2016, April 7, 2017, and April 7, 2018.
6. The options granted became exercisable as follows: 1/3 on 04/04/2017, and the remaining 2/3 of such options shall become exercisable over the following 24 months in equal amounts on a monthly basis. In the event the options do not evenly divide into 24 months, the remaining balance of options granted became exercisable on 04/04/2019.
7. The options granted become exercisable as follows: 1/3 on 03/21/2018, and the remaining 2/3 of such options shall become exercisable over the following 24 months in equal amounts on a monthly basis. In the event the options do not evenly divide into 24 months, the remaining balance of options granted shall become exercisable on 03/21/2020.
8. The options granted become exercisable as follows: 1/3 on 11/13/2018, and the remaining 2/3 of such options shall become exercisable over the following 24 months in equal amounts on a monthly basis. In the event the options do not evenly divide into 24 months, the remaining balance of options granted shall become exercisable on 11/13/2020.
9. The options granted become exercisable as follows: 1/3 on 03/15/2019, and the remaining 2/3 of such options shall become exercisable over the following 24 months in equal amounts on a monthly basis. In the event the options do not evenly divide into 24 months, the remaining balance of options granted shall become exercisable on 03/15/2021.
10. The options granted become exercisable as follows: 1/3 on 06/14/2019, and the remaining 2/3 of such options shall become exercisable over the following 24 months in equal amounts on a monthly basis. In the event the options do not evenly divide into 24 months, the remaining balance of options granted shall become exercisable on 06/14/2021.
Remarks:
This Form 4 reflects the exercise and sale by Ms. Andrews of Stock Options of the Company pursuant to instructions contained in a pre-established Rule 10b5-1 plan.
/s/ Samuel Gesten as attorney-in-fact for Deborah Andrews 01/23/2020
** 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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