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*
(Street)
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2. Issuer Name and Ticker or Trading Symbol
Outset Medical, Inc. [ OM ] |
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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3. Date of Earliest Transaction
(Month/Day/Year) 03/15/2021 | ||||||||||||||||||||||||||
4. If Amendment, Date of Original Filed
(Month/Day/Year) |
6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned | ||||||||||
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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 | 03/15/2021 | A | 29,137(2) | A | $0 | 192,383(3) | D | |||
Common Stock | 03/15/2021 | A | 58,275(4) | A | $0 | 250,658(3) | D | |||
Common Stock | 8,770 | I(1) | Held by Trigg Family Trust U/A DTD 01/01/2002(1) |
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||||||||||
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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 | ||||||||
Stock Option (Right to Buy) | $25.89 | 03/15/2021 | A | 57,937 | (5) | 03/14/2031 | Common Stock | 57,937 | $0 | 57,937 | D |
Explanation of Responses: |
1. These shares of common stock of the Issuer ("Shares") are held directly by The Trigg Family Trust U/A DTD 01/01/2002, for which the reporting person and her spouse serve as trustees. |
2. Represents restricted stock units ("RSU") granted to the reporting person on March 15, 2021. Each RSU represents a contingent right to receive one share of common stock. These RSUs shall vest 25% on March 15, 2022, then quarterly over three years on each February 15th, May 15th, August 15th and November 15th, subject to the reporting person's continuous service through the applicable vesting date. |
3. Includes 1,666 shares acquired under the Outset Medical Inc. Employee Stock Purchase Plan on February 28, 2021. |
4. Represents performance stock units ("PSU") granted to the reporting person on March 15, 2021. Each PSU represents a contingent right to receive one share of common stock. These PSUs shall vest (i) 50% on the last day of any period of 30 consecutive trading days during which the closing price is greater than $75.00 per share on each trading day during such period, subject to the reporting person's continued employment through the applicable vesting date and (ii) 50% shall vest on the last day of any period of 30 consecutive trading days during which the closing price is greater than $90.00 per share on each trading day during such period, subject to the reporting person's continued employment through the applicable vesting date. |
5. This option vests 25% on March 15, 2022, and then in 36 equal monthly installments thereafter, subject to the reporting person's continued employment through the applicable vesting date. |
/s/ John Brottem, attorney-in-fact for Leslie Trigg | 03/17/2021 | |
** 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). | ||
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |