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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
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 control number. | SEC 1474 (9-02) |
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 Underlying Securities (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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Stock Option (right to buy) | $ 9.96 | 03/03/2010 | A | 44,400 (4) | 04/03/2010 | 03/02/2017 | Common Stock | 44,400 | $ 0 | 44,400 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Brown Robert S. C/O NXSTAGE MEDICAL, INC. 439 SOUTH UNION STREET, 5TH FLOOR LAWRENCE, MA 01843 |
Sr. Vice President, CFO |
/s/ Winifred L. Swan, attorney-in-fact | 03/05/2010 | |
**Signature of Reporting Person | Date |
* | 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). |
(1) | In March 2009, the Compensation Committee established the Company's 2009 Corporate Bonus Plan with the amount of awards to be determined based upon the satisfaction of 2009 revenue and cash consumption targets. On March 3, 2010, the Compensation Committee of the Board of Directors of the Company awarded the reporting person 10,667 shares of common stock based on its evaluation of the achievement of performance criteria established under the 2009 Corporate Bonus Plan. |
(2) | In March 2009, the Compensation Committee established the Company's 2009 Performance Share Plan with the amount of awards to be determined based upon the satisfaction of 2009 revenue and cash consumption targets. On March 3, 2010, the Compensation Committee of the Board of Directors of the Company granted the reporting person 66,938 shares of restricted stock based on its evaluation of the achievement of performance critera under the Company's 2009 Performance Share Plan. The award vests over three years in equal installments, with the first installment vested as of the date of grant. |
(3) | On March 3, 2010, the Compensation Committee of the Board of Directors of the Company granted the reporting person 15,060 shares of restricted stock. The award vests as to one third of the shares on March 3, 2011 and the remaining two thirds vest in equal installments through March 3, 2013. |
(4) | On March 3, 2010, the Compensation Committee of the Board of Directors of the Company granted the reporting person an option to purchase 44,400 shares of Common Stock. The option vests over four years in equal montly installments. |