Quotient (QTNTQ) Form 4 Quotient / Manuel O. Mendez ownership change

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^*

Mendez Manuel O.

(Last) (First) (Middle)

C/O QUOTIENT LIMITED, BUSINESS PARK

TERRE BONNE, ROUTE DE CRASSIER 13

(Street)

EYSINS V8 1262

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
Quotient Ltd [ QTNT ]

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)
06/24/2022

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
Ordinary Shares	06/24/2022		P		66,666	A	$0.3	483,333	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	(1)							(2)	(2)	Ordinary Shares	416,667		471,014	D
Ordinary Share Option (Right to Buy)	$3.68							(3)	04/01/2031	Ordinary Shares	718,788		718,788	D
Restricted Stock Units	(4)							(4)	(4)	Ordinary Shares	500,000		500,000	D
Ordinary Share Option (Right to Buy)	$1.2							(5)	04/01/2032	Ordinary Shares	504,882		504,882	D

Explanation of Responses:

1. Restricted Stock Units convert into ordinary shares on a one-for-one basis.

2. 416,667 restricted stock units have vested and converted into ordinary shares. The remaining 471,014 restricted stock units will vest in two equal installments on April 1, 2023 and April 1, 2024.

3. 239,595 options vested on April 1, 2022 and remain exercisable, and the remaining 479,193 options will vest in two equal installments on April 1, 2023 and April 1, 2024.

4. On April 1, 2022, the Reporting Person was granted 500,000 restricted stock units, vesting in three equal annual installments beginning April 1, 2023. Upon vesting, the restricted stock units will either convert into ordinary shares on a one-for-one basis or will be settled in cash on the vesting date in an amount equal to the fair market value of an ordinary share on such date, as determined by the Company.

5. The options vest and become exercisable in three equal annual installments beginning April 1, 2023.

Remarks:

	/s/ Manuel O. Mendez, by Peter A. Pyatigorsky his attorney in fact	06/28/2022
	** 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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