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*
(Street)
| 2. Issuer Name and Ticker or Trading Symbol Sientra, Inc. [ SIEN ] | 5. Relationship of Reporting Person(s) to Issuer (Check all applicable)
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3. Date of Earliest Transaction (Month/Day/Year) 11/08/2020 | ||||||||||||||||||||||||||
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 | 11/08/2020 | A | 100,000(1) | A | $0.00 | 143,986 | D |
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 | ||||||||
Employee Stock Option (Right to Buy) | $4.41 | 11/08/2020 | A | 100,000 | (2) | 11/08/2030 | Common Stock | 100,000 | $0.00 | 100,000 | D | ||||
Performance Rights | (3) | 11/08/2020 | A | 100,000 | (3) | 11/08/2030 | Common Stock | 100,000 | $0.00 | 100,000 | D |
Explanation of Responses: |
1. Each restricted stock unit represents a contingent right to receive one share of Sientra, Inc. Class A Common Stock. The restricted stock units shall vest as follows: 25,000 on on the first anniversary of the grant date; 25,000 on on the second anniversary of the grant date; 25,000 on on the third anniversary of the grant date; and 25,000 on on the fourth anniversary of the grant date |
2. The option shall vest as follows: 25,000 shares of common stock on the first anniversary of the grant date; the remaining 75,000 shares of common stock shall vest in thirty-six (36) equal consecutive monthly installments beginning on the thirteenth (13th) month following the grant date. |
3. Each performance right restricted stock unit ("PRSU") represents a contingent right to "receive one share of common stock of Sientra, Inc. The PRSUs shall vest as follows: (i) 25,000 PRSUs shall vest on the first business day following the 30-day volume weighted average price of the Company's common stock (the "Target VWAP") exceeding $10 per share; (ii) 25,000 PRSU's shall vest on the first business day following the Target VWAP exceeding $15 per share; (iii) 25,000 shall vest on the first business day following the Target VWAP exceeding $20 per share; (iv) 25,000 shall vest on the first business day following the Target VWAP exceeding $25 per share. |
Remarks: |
/s/ Caroline F. Van Hove, by Oliver Bennett, as Attorney-in-Fact | 11/13/2020 | |
** 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). | ||
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. |