Edwards Lifesciences Corp — Director's Dealing 2012

Jul 10, 2012

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: Edwards Lifesciences Corp (EW)
CIK: 0001099800
Period of Report: 2012-07-10

Reporting Person: MUSSALLEM MICHAEL A (Director, Chairman & CEO)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2012-07-10	Common Stock	M	35000.0000	$21.9550	Acquired	297568.0000	Direct
2012-07-10	Common Stock	S	1100.0000	$103.5300	Disposed	296468.0000	Direct
2012-07-10	Common Stock	S	8400.0000	$102.7000	Disposed	288068.0000	Direct
2012-07-10	Common Stock	S	25500.0000	$101.7700	Disposed	262568.0000	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2012-07-10	Employee Stock Option (Right to Acquire)	$21.9550	M	35000.0000	Disposed	2013-05-10	Common Stock (35000.0000)	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	61965.0000	Indirect

Footnotes

F1: The transactions reported in this Form 4 were effected pursuant to a Rule 10b5-1 trading plan adopted by the reporting person on February 9, 2012.

F2: This Form 4 reflects changes in beneficial ownership only; it does not identify other securities of the Issuer beneficially owned by the reporting person.

F3: This transaction was executed in multiple trades at prices ranging from $103.51 to $103.58. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.

F4: This transaction was executed in multiple trades at prices ranging from $102.44 to $103.38. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.

F5: This transaction was executed in multiple trades at prices ranging from $101.43 to $102.42. The price reported above reflects the weighted average sale price. The reporting person hereby undertakes to provide upon request to the SEC staff, the issuer or a security holder of the issuer full information regarding the number of shares and prices at which the transaction was effected.

F6: Shares represented on the most recent statement of the 401(k) Plan Administrator where a unitized accounting procedure is utilized to convert the equities to share equivalents.