HARVARD BIOSCIENCE INC — Director's Dealing 2013

Nov 5, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: HARVARD BIOSCIENCE INC (HBIO)
CIK: 0001123494
Period of Report: 2013-11-01

Reporting Person: McNaughton Thomas (Former Chief Financial Officer)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-11-01	Common Stock	J	25192	—	Acquired	171613	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2013-11-01	Stock option (right to buy)	$2.02	J	31702	Acquired	2018-11-14	Common Stock, par value $0.01 per share (31702)	Direct
2013-11-01	Stock option (right to buy)	$2.28	J	63557	Acquired	2019-05-21	Common Stock, par value $0.01 per share (63557)	Direct
2013-11-01	Stock option (right to buy)	$4.04	J	15852	Acquired	2021-06-02	Common Stock, par value $0.01 per share (15852)	Direct
2013-11-01	Stock option (right to buy)	$2.56	J	25097	Acquired	2022-06-01	Common Stock, par value $0.01 per share (25097)	Direct
2013-11-01	Stock option (right to buy)	$3.64	J	11806	Acquired	2023-05-31	Common Stock, par value $0.01 per share (11806)	Direct

Footnotes

F1: These additional options and restricted stock units were acquired by the Reporting Person in connection with the adjustment to the existing options and restricted stock units held by the Reporting Person and required in connection with the spin-off of Harvard Apparatus Regenerative Technology, Inc. by the Issuer. As part of such required adjustment relating to the spin-off, the exercise price of the options underlying these adjustment option grants was also reset to the exercise price of these adjustment grants to reflect the impact of the spin-off. The share amounts and exercise prices of the adjusted options and restricted stock units were set in a manner to ensure the intrinsic value held by the Reporting Person pertaining to the existing award was maintained immediately following the spin-off. In addition to these adjustments, to maintain such intrinsic value, equity awards issued by Harvard Apparatus Regenerative Technology, Inc. were also granted to the Reporting Person.

F2: Includes (a) an adjusted deferred stock award of 21,992 restricted stock units which shall vest on Jan 1, 2014; (b) an adjusted deferred stock award of 16,461 restricted stock units which vest in equal installments on Jan 1, 2014 and Jan 1, 2015; (c) an adjusted deferred stock award of 40,766 restricted stock units which vest in equal installments on Jan 1, 2014, Jan 1, 2015, and Jan 1, 2016; (d) an adjusted deferred stock award of 25,465 restricted stock units which vest in equal installments on Jan 1, 2014, Jan 1, 2015, Jan 1, 2016, and Jan 1, 2017; and (e) 66,929 shares of common stock held by the Reporting Person.

F3: The options shares vested in four equal installments on September 16, 2009, 2010, 2011 and 2012.

F4: The options shares vested in four equal installments on January 1, 2010, 2011, 2012 and 2013.

F5: The unvested shares become exercisable in equal installments on January 1 of each of 2014 and 2015.

F6: The unvested shares become exercisable in equal installments on January 1 of each of 2014, 2015 and 2016.

F7: The unvested shares become exercisable in equal installments on January 1 of each of 2014, 2015, 2016 and 2017.