SEC FORM 4 SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
SLATTERY JOSEPH P

(Last) (First) (Middle)
C/O TRANSENTERIX, INC.
635 DAVIS DRIVE, SUITE 300

(Street)
MORRISVILLE NC 27560

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
TRANSENTERIX INC. [ TRXC ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
EVP and CFO
3. Date of Earliest Transaction (Month/Day/Year)
07/03/2018
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 07/03/2018 M 166,667 A $0.00 166,667 D
Common Stock 07/03/2018 F(1) 58,334 D $3.84 108,333 D
Common Stock(2) 07/03/2018 S 2,491 D $4.01 105,842 D
Common Stock(2)(3) 07/03/2018 S 11,883 D $4 93,959(3) D
Common Stock(2) 07/05/2018 S 37,337 D $4 56,622 D
Common Stock(3) 25,000(3) I By IRA
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Restricted Stock Units (4) 07/03/2018 M 166,667 (5) (5) Common Stock 166,667 $0.00 333,333 D
Explanation of Responses:
1. This transaction represents the payment of a tax liability on the lapse of forfeiture restrictions on a derivative security and acquisition of the underlying shares.
2. The transaction occurred pursuant to a written trading plan dated November 29, 2017, meeting the requirements of Rule 10b5-1(c).
3. Following the sales on July 3, 2018 and July 5, 2018, the reporting person continues to beneficially own 81,622 shares of the company's common stock. The reporting person also holds stock options to acquire 1,886,821 shares of common stock, of which approximately 27% are vested, and restricted stock units representing an additional 595,777 shares of common stock subject to forfeiture restrictions.
4. Each restricted stock unit represents the right to receive one share of the Registrant's common stock.
5. Forfeiture restrictions will lapse as to 1/3rd of the Restricted Stock Units on each of the first three anniversaries of the date of grant, as long as the Reporting Person remains in the employ of the Registrant. The lapse of forfeiture restrictions may accelerate on certain events as set forth in an employment agreement or the Incentive Plan.
Remarks:
/s/ Joshusa Weingard, as Attorney-in-Fact for Joseph Slattery 07/06/2018
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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