Edwards Lifesciences Corporation

05/09/2025 | Press release | Distributed by Public on 05/09/2025 17:35

Statement of Changes in Beneficial Ownership (Form 4)

FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES 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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OMB Number: 3235-0287
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(Print or Type Responses)
1. Name and Address of Reporting Person *
Lippis Daniel J.
2. Issuer Name and Ticker or Trading Symbol
Edwards Lifesciences Corp [EW]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
CVP, JAPAC
(Last) (First) (Middle)
ONE EDWARDS WAY
3. Date of Earliest Transaction (Month/Day/Year)
05/08/2025
(Street)
IRVINE, CA 92614
4. If Amendment, Date 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
(City) (State) (Zip)
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 05/08/2025 A 4,225(1) A $ 0 26,616.1066 D
Common Stock 05/09/2025 M(2) 330 A $45.2767 26,946.1066 D
Common Stock 05/09/2025 S(2) 330 D $74.4232(3) 26,616.1066 D
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)
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 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)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Employee Stock Option (Right to Acquire) $74.63 05/08/2025 A 21,500 05/08/2026(4) 05/07/2032 Common Stock 21,500 $ 0 21,500 D
Performance Rights (5) 05/08/2025 A 4,225 05/08/2028 (5) Common Stock 4,225 $ 0 4,225 D
Employee Stock Option (Right to Acquire) $45.2767 05/09/2025 M 330 05/17/2019 05/16/2025 Common Stock 330 $ 0 0 D

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Lippis Daniel J.
ONE EDWARDS WAY
IRVINE, CA 92614
CVP, JAPAC

Signatures

Linda J. Park, Attorney-in-Fact 05/09/2025
**Signature of Reporting Person Date

Explanation of Responses:

* 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) These restricted stock units were granted on May 8, 2025 under the Edwards Lifesciences Corporation Long-Term Stock Incentive Compensation Program and are scheduled to become vested and exercisable commencing one year after the grant date in four equal annual installments.
(2) The transactions reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person on December 11, 2023.
(3) This transaction was executed in multiple trades at prices ranging from $74.135 to $74.735. The price reported above reflects the weighted average sale price. The Reporting Person hereby undertakes to provide, upon request by the SEC staff, the Issuer, or a security holder of the Issuer, full information regarding the number of shares and prices at which the transaction was effected.
(4) These options were granted on May 8, 2025 under the Edwards Lifesciences Corporation Long-Term Stock Incentive Compensation Program and are scheduled to become vested and exercisable commencing one year after the grant date in four equal annual installments.
(5) Reflects the target number of shares (the Target Award) covered by restricted stock unites granted on May 8, 2025 under the Edwards Lifesciences Corporation Long-Term Stock Incentive Compensation Program and are scheduled to vest on May 8, 2028. The number of restricted stock units that vest will depend upon achievement of certain performance goals over a three-year performance period and will range from 0% to 175% of the Target Awards.

Remarks:
This Form 4 reflects changes in beneficial ownership only; it does not identify other securities of the Issuer beneficially owned by the Reporting Person.
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. Potential persons who are to respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.
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