Filing Details

Accession Number:
0001144204-17-052690
Form Type:
4
Zero Holdings:
No
Publication Time:
2017-10-16 18:07:06
Reporting Period:
2017-10-16
Accepted Time:
2017-10-16 18:07:06
SEC Url:
Form 4 Filing
Issuer
Cik Name Symbol Sector (SIC) IRS No
1425450 Orthopediatrics Corp KIDS Surgical & Medical Instruments & Apparatus (3841) 000000000
Insiders
Cik Name Reported Address Insider Title Director Officer Large Shareholder Other
1719217 R David Pelizzon C/o Squadron Capital Llc
18 Hartford Ave., Po Box 223
Granby CT 06035
Yes No No No
Reported Non-Derivative Transactions
Sec. Name Acquisiton - Disposition Date Amount Price Remaning Holdings Equity Swap Involved Form Type Code Nature of Ownership Explanation
Common Stock Acquisiton 2017-10-16 3,455,833 $0.00 3,458,379 No 4 C Indirect See footnote
Common Stock Acquisiton 2017-10-16 1,920,062 $0.00 5,378,441 No 4 C Indirect See footnote
Common Stock Acquisiton 2017-10-16 10,000 $13.00 10,000 No 4 P Direct
Equity Swap Involved Form Type Code Nature of Ownership Explanation
No 4 C Indirect See footnote
No 4 C Indirect See footnote
No 4 P Direct
Reported Derivative Transactions
Sec. Name Sec. Type Acquisiton - Disposition Date Amount Price Amount - 2 Price - 2
Common Stock Series A Convertible Preferred Stock Disposition 2017-10-16 1,000,000 $0.00 670,000 $0.00
Common Stock Series B Convertible Preferred Stock Disposition 2017-10-16 4,157,960 $0.00 2,785,833 $0.00
Remaning Holdings Exercise Date Expiration Date Equity Swap Involved Transaction Form Type Transaction Code Nature of Ownership
0 No 4 C Indirect
0 No 4 C Indirect
Footnotes
  1. Represents shares received upon conversion of the Series A Convertible Preferred Stock and the Series B Convertible Preferred Stock immediately prior to the completion of the Issuer's initial public offering.
  2. Represents shares received upon conversion of a $16.0 million preference payment, and approximately $8.96 million of accrued and unpaid dividends, on the Series A Convertible Preferred Stock immediately prior to the completion of the Issuer's initial public offering.
  3. Represents shares that were purchased through a directed share program in connection with the Issuer's initial public offering.
  4. Each share of Series A Convertible Preferred Stock and Series B Convertible Preferred Stock converted into approximately 0.67 shares of Common Stock for no additional consideration immediately prior to the completion of the Issuer's initial public offering. In connection with the conversion of the Series A Convertible Preferred Stock into Common Stock, a $16.00 million preference payment, and approximately $8.96 million of accrued and unpaid dividends, on the Series A Convertible Preferred Stock converted into 1,920,062 shares of Common Stock for no additional consideration at a conversion price of $13.00 per share (the initial public offering price of the Common Stock).
  5. These shares are held by Squadron Capital LLC ("Squadron"). As the President and a member of the Managing Committee of Squadron, the reporting person may be deemed to be the beneficial owner of these shares. The reporting person expressly disclaims beneficial ownership of these shares, except to the extent of his pecuniary interest therein. The inclusion of these shares in this report shall not be deemed to be an admission of beneficial ownership for purposes of Section 16 or for any other purpose.