05/09/2025 | Press release | Distributed by Public on 05/09/2025 17:35
FORM 4
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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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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 | ||||||||
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 Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
Lippis Daniel J. ONE EDWARDS WAY IRVINE, CA 92614 |
CVP, JAPAC |
Linda J. Park, Attorney-in-Fact | 05/09/2025 | |
**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) | 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. |