Form 4: LivaNova CEO Vladimir Makatsaria Reports Stock Transactions

LivaNova PLC CEO Vladimir Makatsaria reports the acquisition and disposal of ordinary shares and derivative securities, including restricted stock units, performance stock units, and stock appreciation rights, as part of incentive plans.

Summary

• On March 30, 2025, Vladimir Makatsaria, CEO of LivaNova PLC, reported transactions involving the company's ordinary shares and derivative securities.
• These transactions include the acquisition of 9,330 ordinary shares upon the vesting of restricted stock units (RSUs).
• 5,046 shares were withheld to cover tax liabilities at a price of $39.13 per share.
• Makatsaria was granted 35,139 RSUs that vest in three annual installments starting March 30, 2026.
• He also received performance stock units (PSUs) tied to free cash flow (FCF), return on invested capital (ROIC), and total shareholder return (TSR), all vesting on March 30, 2028.
• Additionally, Makatsaria was granted 76,927 stock appreciation rights (SARs) that vest over four years, beginning March 30, 2026.
• The reported transactions reflect changes in beneficial ownership as part of LivaNova's 2022 Incentive Award Plan.

Sentiment

Score: 7

Explanation: The sentiment is neutral to slightly positive. The transactions are part of a standard compensation plan, indicating confidence in the company's future performance. The alignment of management's interests with shareholders is generally viewed favorably.

Positives

• The granting of RSUs, PSUs, and SARs aligns management's interests with those of shareholders, incentivizing performance and long-term value creation.
• The vesting schedules encourage continued service and commitment from the CEO.

Risks

• The value of the derivative securities is contingent upon the future performance of LivaNova's ordinary shares.
• The vesting of PSUs is dependent on achieving specific financial targets related to FCF, ROIC, and TSR, which may not be met.

Future Outlook

The document outlines future vesting dates for RSUs, PSUs, and SARs, contingent on continued service and, in the case of PSUs, the achievement of specific financial performance targets over the next several years.

Industry Context

This filing is a routine disclosure of executive compensation and stock ownership changes, common in publicly traded companies. It provides transparency to investors regarding the alignment of management's interests with shareholder value.

Comparison to Industry Standards

• Executive compensation packages including RSUs, PSUs, and SARs are standard practice among publicly traded companies, particularly in the healthcare and medical device industries.
• Companies like Medtronic, Boston Scientific, and Abbott also utilize similar equity-based compensation plans to incentivize their executives.
• The specific vesting schedules and performance metrics (FCF, ROIC, TSR) are tailored to LivaNova's strategic goals and financial targets, but the overall structure is consistent with industry norms.

Stakeholder Impact

• Shareholders: The transactions provide transparency regarding executive compensation and alignment of interests.
• Employees: The incentive plans can motivate employees by aligning their efforts with company performance.
• Management: The equity-based compensation provides incentives for achieving financial targets and increasing shareholder value.

Next Steps

• Continued monitoring of LivaNova's financial performance to assess the likelihood of PSU vesting.
• Tracking future Form 4 filings to observe further changes in insider ownership.

Key Dates

Keywords

LivaNova, Vladimir Makatsaria, SEC Form 4, insider trading, stock options, restricted stock units, performance stock units, stock appreciation rights, executive compensation, beneficial ownership