Form 4: Alphatec COO Awarded Over 580K RSUs, Aligns with Performance
Insider Transaction Report
Alphatec Holdings' Chief Operating Officer, Scott Lish, received significant restricted stock unit awards tied to future performance and stock price targets, alongside a forfeiture of prior RSUs.
Summary
- Alphatec Holdings, Inc. (ATEC) Chief Operating Officer, Scott Lish, was awarded a total of 586,858 Restricted Stock Units (RSUs) on February 25, 2026.
- This includes 311,110 performance-based RSUs vesting in three equal installments on March 5, 2026, March 5, 2027, and March 5, 2028, following the satisfaction of 2025 performance criteria.
- An additional 127,378 RSUs were awarded, vesting in three equal installments on March 5, 2027, March 5, 2028, and March 5, 2029.
- 20,992 RSUs were granted in lieu of a portion of the 2025 cash bonus, vesting on December 4, 2026.
- Two separate awards of up to 63,689 performance-based RSUs each were granted, contingent on the common stock achieving 30-day average trading prices of at least $25.00 per share (by December 31, 2028) and $36.00 per share (by December 31, 2030), or achievement of certain operational metrics.
- The reporting person's beneficial ownership following these transactions is 1,076,239 shares of common stock.
- The filing also reflects the forfeiture of 25,041 previously reported RSUs due to the failure to satisfy applicable performance criteria and the acquisition of 368 shares under the employee stock purchase plan on November 14, 2025.
Sentiment
Score: 7
Explanation: StockSavvy.ai views this filing positively due to the significant RSU awards aligning executive incentives with long-term shareholder value and setting clear performance targets, despite a prior forfeiture.
Positives
- The Chief Operating Officer received substantial new RSU awards totaling 586,858 units, aligning executive compensation with long-term shareholder value.
- A significant portion of the awards (311,110 RSUs and two awards of 63,689 RSUs each) are performance-based, linking executive incentives directly to company and stock price performance.
- The establishment of stock price targets ($25.00 and $36.00 per share) for RSU vesting indicates management's confidence in future stock appreciation.
Negatives
- 25,041 previously reported RSUs were forfeited due to the failure to satisfy applicable performance criteria, indicating that not all prior performance targets were met.
Risks
- The vesting of a significant portion of the RSUs is contingent on achieving specific stock price targets ($25.00 and $36.00 per share) by December 31, 2028, and December 31, 2030, respectively, or certain operational metrics, introducing market and operational performance risk.
- Failure to meet these performance criteria or stock price targets could result in the forfeiture of these performance-based RSUs, impacting executive compensation and potentially signaling underperformance.
Future Outlook
The future outlook for the Chief Operating Officer's compensation is strongly tied to Alphatec Holdings' stock performance and operational achievements, with specific stock price targets of $25.00 and $36.00 per share set for the vesting of performance-based RSUs by 2028 and 2030, respectively. This indicates a long-term incentive structure aimed at driving significant shareholder value.
Industry Context
StockSavvy.ai notes that performance-based RSU awards with specific stock price and operational targets are a common and effective mechanism in the medical technology and spine industry to align executive incentives with long-term company growth and shareholder returns. This structure is designed to motivate executives to achieve ambitious goals, a practice seen across many growth-oriented companies in the sector.
Comparison to Industry Standards
- The use of performance-based RSUs with multi-year vesting schedules and specific stock price targets is consistent with best practices in executive compensation across the medical device industry, aiming to foster long-term value creation.
- Companies like Medtronic (MDT) and Stryker (SYK) frequently utilize similar long-term incentive plans for their executives, often incorporating stock price hurdles, revenue growth, or EPS targets.
- The forfeiture of previously awarded RSUs for unmet performance criteria demonstrates a rigorous application of compensation policies, comparable to the accountability standards observed in leading industry players.
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Compensation Committee Approval | The issuer's compensation committee confirmed the satisfaction of certain performance criteria for the fiscal year ended December 31, 2025, leading to the award of 311,110 performance-based RSUs. | 02/25/2026 | Demonstrates active oversight by the compensation committee in linking executive pay to performance and adherence to established incentive plans. |
| Compensation Committee Approval | The issuer's compensation committee approved and adopted the grant of 20,992 RSUs in connection with the election to grant RSUs in lieu of a portion of the reporting person's 2025 cash bonus. | 02/25/2026 | Highlights the compensation committee's role in structuring executive compensation, potentially favoring equity-based incentives over cash bonuses for long-term alignment. |
Related Party Transactions
- The award of 586,858 Restricted Stock Units (RSUs) to Scott Lish, the Chief Operating Officer, constitutes a transaction with a related party (an executive officer) as part of his compensation package.
Stakeholder Impact
- Shareholders: Potential for future dilution from RSU vesting, but also increased alignment of executive incentives with long-term stock price appreciation and operational performance.
- Employees: The employee stock purchase plan (ESPP) acquisition indicates broader employee participation in company ownership, fostering a sense of shared success.
- Management: The significant RSU awards provide strong incentives for the COO to drive company growth and achieve specific stock price and operational targets.
Next Steps
- Vesting of 311,110 RSUs in three equal installments on March 5, 2026, March 5, 2027, and March 5, 2028.
- Vesting of 20,992 RSUs on December 4, 2026.
- Vesting of 127,378 RSUs in three equal installments on March 5, 2027, March 5, 2028, and March 5, 2029.
- Achievement of a 30-day average trading price of at least $25.00 per share or certain operational metrics by December 31, 2028, for 63,689 performance-based RSUs.
- Achievement of a 30-day average trading price of at least $36.00 per share or certain operational metrics by December 31, 2030, for two awards of 63,689 performance-based RSUs each.
Key Dates
| Date | Description |
|---|---|
| 01/29/2025 | Date of original performance-based award grant (related to 311,110 RSUs). |
| 11/14/2025 | 368 shares acquired under the issuer's employee stock purchase plan. |
| 12/31/2025 | Fiscal year end for performance criteria satisfaction related to 311,110 RSUs. |
| 02/25/2026 | Date of earliest transaction; all RSU awards granted; compensation committee approval for 20,992 RSUs; 30-day average trading price determined for 20,992 RSU grant. |
| 02/27/2026 | Signature date of the reporting person's attorney-in-fact. |
| 03/05/2026 | First vesting installment for 311,110 RSUs. |
| 12/04/2026 | Vesting date for 20,992 RSUs. |
| 03/05/2027 | Second vesting installment for 311,110 RSUs; first vesting installment for 127,378 RSUs. |
| 03/05/2028 | Third vesting installment for 311,110 RSUs; second vesting installment for 127,378 RSUs. |
| 12/31/2028 | Deadline for achieving $25.00 stock price target or operational metrics for 63,689 performance-based RSUs. |
| 03/05/2029 | Third vesting installment for 127,378 RSUs. |
| 12/31/2030 | Deadline for achieving $36.00 stock price target or operational metrics for two awards of 63,689 performance-based RSUs each. |
Keywords
Alphatec Holdings, ATEC, Restricted Stock Units, RSUs, Executive Compensation, Performance-Based Awards, Insider Transaction, Stock Awards, Corporate Governance, Chief Operating Officer
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