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RESMED INC — Director's Dealing 2011
Nov 21, 2011
65715_rns_2011-11-21_df494059-5387-4067-952d-41c6f1e8c357.pdf
Director's Dealing
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FORM 4
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
OMB APPROVAL
==> picture [9 x 9] intentionally omitted <==
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
OMB Number: 3235-0287 Expires: November 30, 2011 Estimated average 0.5 burden hours per response
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
| 1. Name and Address of Reporting Person FARRELL PETER C* (Last) (First) (Middle) ResMed Inc. 9001 Spectrum Center Boulevard (Street) San Diego CA 92123 (City) (State) (Zip) |
2. Issuer NameandTicker or Trading Symbol RESMED INC [RMD] 3. Date of Earliest Transaction (Month/Day/Year) 11/15/2011 4. If Amendment, Date of Original Filed (Month/Day/Year) |
5. Relationship of Reporting Person(s) to Issuer (Check all applicable) Executive Chairman and CEO 6. Individual or Joint/Group Filing (Check Applicable Line) Form filed by One Reporting Person Form filed by More than One Reporting Person Director 10% Owner Officer (give title below) Other (specify below) |
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|---|---|---|---|
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) |
3. Transaction Code (Instr. 8) |
4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) |
4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) |
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 | ||||||
| ResMed Common Stock | 11/15/2011 | G | 200,000 (1) |
A | $ 0 | 726,959 | D | |||
| ResMed Common Stock | 3,317 | I | Peter C. Farrell April 2010 Annuity Trust |
|||||||
| ResMed Common Stock | 21,391 | I | Peter C. Farrell July 2010 Annuity Trust |
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| ResMed Common Stock | 0 | I | Peter C. Farrell November 2010 Annuity Trusts |
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| ResMed Common Stock | 200,000 | I | Peter C. Farrell December 2010 Annuity Trust |
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| ResMed Common Stock | 200,000 | I | Peter C. Farrell | |||||||
August 2011 Annuity Trust
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) |
4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) |
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) |
6. Date Exercisable and Expiration Date (Month/ Day /Year) |
7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) |
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 of Derivative Security: Direct(D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Code | V | (A) | (D) | Date Exercisable |
Expiration Date (Month/ Day/ Year) |
Title | Amount or Number of Shares |
||||||||
| ResMed Common Stock Options |
$27.58 | 11/16/2011 | A | 250,000 | 11/11/2012 (2) |
11/16/2018 | ResMed Common Stock |
250,000 | $ 0 | 250,000 |
D |
Explanation of Responses:
-
Transaction represents a distribution from the Peter C. Farrell November 2010 Annuity Trust (the "Trust") of 200,000 shares to the Peter C. Farrell Trust (of which Dr. Farrell is the Trustee). Per the terms of the trust, 90% of the original value was to be transferred to Dr. Farrell at the end of the first year. Since the value of the stock on the funding date was higher than the current stock price, 100% of the stock was distributed.
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Represents date options first become available. Options vest 1/4 annually until fully vested.
Peter C. Farrell 11/18/2011 ** 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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