SEC FORM 4 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*
Valentine Keith

(Last) (First) (Middle)
C/O SEASPINE HOLDINGS CORPORATION
5770 ARMADA DRIVE

(Street)
CARLSBAD CA 92008

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
SeaSpine Holdings Corp [ SPNE ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
Chief Executive Officer
3. Date of Earliest Transaction (Month/Day/Year)
12/31/2020
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 12/31/2020 J(1) 1,058 A $8.92(2) 280,865 D
Common Stock 01/01/2021 M 27,428 A (3) 308,293 D
Common Stock 01/01/2021 M 7,788 A (3) 316,081 D
Common Stock 01/01/2021 M 12,183 A (3) 328,264 D
Common Stock 01/01/2021 F 25,450(4) D $17.45 302,814 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
Restricted Stock Units (3) 01/01/2021 M 27,428 (5) (5) Common Stock 27,428 $0 0 D
Restricted Stock Units (3) 01/01/2021 M 7,788 (6) (6) Common Stock 7,788 $0 7,789 D
Restricted Stock Units (3) 01/01/2021 M 12,183 (7) (7) Common Stock 12,183 $0 24,366 D
Explanation of Responses:
1. These shares were acquired under the issuer's 2015 Employee Stock Purchase Plan (the "ESPP") in a transaction that was exempt under Rule 16b-3(c).
2. In accordance with the ESPP, these shares were purchased based on 85% of the closing price of the issuer's common stock on July 1, 2020.
3. Each restricted stock unit represents a contingent right to receive one share of the issuer's common stock.
4. These shares were withheld by the issuer to satisfy statutory tax withholding requirements on vesting of restricted stock units that occurred on January 1, 2021. No shares were sold in connection with this transaction.
5. The reporting person was granted 82,284 restricted stock units on March 5, 2018, which vest in three equal installments on each of January 1, 2019, 2020 and 2021.
6. The reporting person was granted 23,365 restricted stock units on January 1, 2019, which vest in three equal installments on each of January 1, 2020, 2021, and 2022.
7. The reporting person was granted 36,549 restricted stock units on January 1, 2020, which vest in three equal installments on each of January 1, 2021, 2022, and 2023.
Remarks:
/s/ Paul Benny, Attorney-in-Fact for Keith C. Valentine 01/05/2021
** 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).
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