Form 4: LivaNova CEO's Equity Activity Includes New Grants
Insider Transaction Report
LivaNova CEO Vladimir Makatsaria reported significant equity transactions, including RSU settlements, tax-related share dispositions, and new RSU and PSU grants.
Summary
- LivaNova PLC's Chief Executive Officer, Vladimir Makatsaria, acquired 21,042 ordinary shares on March 30, 2026, resulting from the settlement of vested restricted stock units (RSUs).
- A total of 11,159 ordinary shares were disposed of on March 30, 2026, at a price of $61.27 per share to satisfy tax liabilities related to the RSU vesting.
- Following these transactions, Mr. Makatsaria beneficially owns 14,167 ordinary shares directly.
- New equity grants on March 30, 2026, include 52,227 Restricted Stock Units (RSUs) and a total of 52,227 Performance Stock Units (PSUs).
- The PSUs are divided into three tranches of 17,409 units each, tied to specific performance metrics: Company revenue growth, relative total shareholder return (rTSR), and adjusted earnings per share (EPS) for the 2026-2028 performance period.
Sentiment
Score: 7
Explanation: StockSavvy.ai views this as a moderately positive signal, reflecting ongoing executive compensation practices that align management with shareholder interests through performance-based incentives.
Positives
- The grant of new Restricted Stock Units (RSUs) and Performance Stock Units (PSUs) to the CEO aligns management's long-term interests with those of shareholders.
- Performance Stock Units (PSUs) are tied to specific financial and market-based targets (revenue growth, rTSR, adjusted EPS), incentivizing the CEO to drive company performance and shareholder value.
Negatives
- The disposition of 11,159 shares to cover tax liabilities, while a common practice, reduces the CEO's direct shareholding in the company.
Risks
- Restricted Stock Units (RSUs) and Performance Stock Units (PSUs) are subject to forfeiture prior to vesting in accordance with the terms of the applicable Company incentive award plan and award agreement.
Future Outlook
The grants of Performance Stock Units (PSUs) tied to specific future performance metrics (revenue growth, relative total shareholder return, and adjusted earnings per share for the 2026-2028 period) indicate a strategic focus on these areas for driving future company value and executive incentives.
Industry Context
StockSavvy.ai notes that executive compensation tied to performance-based equity awards is a standard practice in the medical device and healthcare technology industry, aiming to align management incentives with long-term shareholder value. This approach is widely adopted to motivate executives to achieve strategic objectives and enhance company performance.
Comparison to Industry Standards
- Performance-based equity awards, such as PSUs tied to revenue growth, rTSR, and EPS, are common in the medical technology sector, similar to practices at companies like Medtronic or Abbott Laboratories, which use comparable metrics to incentivize executive performance.
- The vesting schedules (3-4 years for RSUs, 3 years for PSUs) are typical for executive long-term incentive plans across global industries, promoting retention and sustained performance.
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Plan Amendment | References to the '2022 Incentive Award Plan,' 'First Amended and Restated LivaNova PLC 2022 Incentive Award Plan,' and 'Second Amended and Restated LivaNova PLC 2022 Incentive Award Plan' indicate ongoing updates and evolution of the company's equity compensation framework. | N/A | Reflects the company's continuous effort to refine its executive compensation strategy to align with corporate objectives and best practices. |
Stakeholder Impact
- Shareholders: The equity grants and performance-based incentives aim to align the CEO's financial interests directly with shareholder value creation.
- Employees: The incentive plans, particularly for key executives, are part of a broader compensation strategy that can influence motivation and retention within the company's leadership.
Next Steps
- Vesting of RSUs granted on March 30, 2026, with the first installment occurring on March 30, 2027.
- Vesting or lapse of PSUs granted on March 30, 2026, on March 30, 2029, based on the Company's performance against revenue growth, rTSR, and adjusted EPS targets for the 2026-2028 period.
Key Dates
| Date | Description |
|---|---|
| 03/30/2024 | Grant date for RSUs subject to a four-year vesting schedule, with the first vesting occurring on March 30, 2025. |
| 03/30/2025 | Grant date for RSUs subject to a three-year vesting schedule, with the first vesting occurring on March 30, 2026. |
| 03/30/2026 | Transaction date for RSU settlements, tax-related share dispositions, and new RSU and PSU grants. |
| 03/30/2027 | First vesting date for RSUs granted on March 30, 2026. |
| 03/30/2029 | Vesting or lapse date for Performance Stock Units (PSUs) granted on March 30, 2026, based on performance metrics for 2026-2028. |
| 04/01/2026 | Date the Form 4 filing was signed by the Attorney-in-Fact. |
Recommendation
holdThis Form 4 details routine executive compensation activities, including RSU settlements, tax-related share dispositions, and new performance-based equity grants. While the grants align management incentives with shareholder value, the transactions themselves do not present new fundamental information to warrant a change in investment stance. It's a standard disclosure reflecting ongoing executive compensation.
Keywords
LivaNova, LIVN, Form 4, Insider Trading, CEO, Equity Grant, RSU, PSU, Executive Compensation, Shareholder Alignment
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