Form 4: Alphatec Holdings Director Mortimer Berkowitz III Receives Restricted Stock Unit Grant

Alphatec Holdings, Inc. Director Mortimer Berkowitz III was granted 15,131 restricted stock units on June 11, 2025, as detailed in a recent SEC Form 4 filing.

Summary

• Mortimer Berkowitz III, a Director of Alphatec Holdings, Inc. (ATEC), received a grant of 15,131 restricted stock units (RSUs) on June 11, 2025.
• Each RSU represents a contingent right to receive one share of Alphatec's common stock.
• The RSUs were granted at a price of $0.
• The restricted stock units vest on the earlier of the next annual meeting of stockholders or the death or resignation of Mr. Berkowitz.
• In the event of death or resignation, the grant will vest pro-rata based on the number of actual days served by the reporting person from the time of the grant to such death or resignation, divided by 365.
• Following this transaction, Mr. Berkowitz's direct beneficial ownership of common stock is 680,550 shares.
• Indirect beneficial ownership includes 24,802 shares held by his spouse and 146,575 shares each held by four separate trusts: the Charlotte G. Berkowitz 2016 Trust, the Thomas G. Berkowitz 2016 Trust, the Hayward M. Berkowitz 2016 Trust, and the William W. Berkowitz 2016 Trust, totaling 586,300 shares through these trusts.
• The reporting person expressly disclaims beneficial ownership of these indirectly held shares, except to the extent of his pecuniary interest therein.
• As one of two trustees of the identified trusts, Mr. Berkowitz may be deemed to be the beneficial owner of the shares held by those trusts.

Sentiment

Score: 7

Explanation: The grant of RSUs to a director is a routine compensation event that aligns interests, generally viewed positively for governance, but has a minor dilutive effect. It's not a major positive or negative operational announcement.

Positives

• The grant of restricted stock units to a director aligns the director's interests with long-term shareholder value, as vesting is tied to continued service.
• The pro-rata vesting upon death or resignation provides a clear framework for partial vesting, offering some benefit even if service ends prematurely.

Negatives

• The grant price of $0 indicates these are compensatory units, not a direct purchase, which could lead to minor dilution for existing shareholders if new shares are issued upon vesting.

Risks

• Potential minor dilution for existing shareholders upon the vesting and conversion of restricted stock units into common stock.
• The ultimate value of the grant to the director is dependent on the future stock price of Alphatec Holdings, Inc., exposing the director to market risk.

Future Outlook

The vesting of the restricted stock units is tied to future events, specifically the next annual meeting of stockholders or the director's continued service, indicating a future impact on share count upon conversion.

Management Comments

• The reporting person expressly disclaims beneficial ownership of these shares, except to the extent of his pecuniary interest therein.
• As one of two trustees of the identified trust, the reporting person may be deemed to be the beneficial owner of these shares.

Industry Context

This type of equity grant (Restricted Stock Units) is a common practice in the medical technology and broader corporate sectors to incentivize and retain key personnel, including directors, by aligning their long-term interests with shareholder value. It is a standard component of executive and director compensation packages across various industries, including healthcare and medical devices.

Comparison to Industry Standards

• The grant of restricted stock units to directors is a standard compensation practice across publicly traded companies, including those in the medical device sector.
• While specific grant sizes vary based on company size, director responsibilities, and overall compensation philosophy, the use of equity awards like RSUs is a common mechanism to align director incentives with long-term company performance.
• For instance, companies like Medtronic (MDT) or Stryker (SYK) also utilize equity-based compensation for their non-employee directors, often tied to service periods or performance metrics, though the specific vesting schedules and amounts would differ based on their respective compensation policies and market capitalization.

Stakeholder Impact

• Shareholders: Potential minor dilution upon vesting and conversion of RSUs into common stock, but also improved alignment of director's interests with long-term shareholder value.
• Management/Directors: The grant serves as a form of compensation and incentive for the director to remain engaged and contribute to the company's success.

Next Steps

• The restricted stock units will vest on the earlier of the next annual meeting of stockholders or the death or resignation of the reporting person.
• Upon vesting, the restricted stock units will convert into shares of Alphatec Holdings, Inc. common stock.

Key Dates

Recommendation

Keywords

Alphatec Holdings, ATEC, SEC Form 4, Restricted Stock Units, RSU, Beneficial Ownership, Director Compensation, Equity Grant, Insider Transaction