Form 4 - Statement of changes in beneficial ownership of securities

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).

Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan for the purchase or sale of equity securities of the issuer that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.

1. Name and Address of Reporting Person^*

McDonnell Matthew

(Last)

(First)

(Middle)

TOOWONG TOWER, LEVEL 3, SUITE 302

9 SHERWOOD ROAD

(Street)

TOOWONG

QLD 4066

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
Anteris Technologies Global Corp. [ AVR ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Chief Financial Officer

3. Date of Earliest Transaction (Month/Day/Year)
12/16/2024

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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)

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)
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)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Stock Option	$4.33⁽¹⁾	12/16/2024		A⁽²⁾		2,001		⁽³⁾	07/12/2029	Common Stock	2,001	$0	2,001	I	See Footnote⁽⁸⁾
Stock Option	$5.65⁽¹⁾	12/16/2024		A⁽²⁾		60,000		⁽⁴⁾	09/23/2026	Common Stock	60,000	$0	60,000	I	See Footnote⁽⁸⁾
Stock Option	$8.25⁽¹⁾	12/16/2024		A⁽²⁾		50,000		⁽⁵⁾	06/13/2027	Common Stock	50,000	$0	50,000	I	See Footnote⁽⁸⁾
Share Price Performance Units	$15.28⁽¹⁾	12/16/2024		A⁽²⁾		233,334		⁽⁶⁾	09/13/2026	Common Stock	233,334	$0	233,334	D
Restricted Stock Units	⁽⁷⁾	12/16/2024		A		83,333		⁽⁷⁾	⁽⁷⁾	Common Stock	83,333	$0	83,333	D

Explanation of Responses:

1. Options and SPP Units are issued in AUD. Exercise prices have been translated into USD using the December 15, 2024 exchange rate, which was approximately A$1.00 to $0.64.

2. Legacy awards originally issued by Anteris Technologies Ltd ("ATL") that were assumed by the Issuer pursuant to a scheme of arrangement between ATL and its optionholders under Part 5.1 of the Australian Corporations Act 2001 (Cth), effective December 16, 2024.

3. The option vested in three equal annual installments beginning on July 12, 2020.

4. The option vested in three equal annual installments beginning on September 23, 2022.

5. The option vests in three equal annual installments beginning on September 19, 2023, subject to the Reporting Person's continued service.

6. Cash-settled share price performance (SPP) units that vest in two equal annual installments beginning on September 13, 2025 subject to the Reporting Person's continued service, with payments based on positive increases in the AVR stock price above the award's base price.

7. Each RSU represents a contingent right to receive one share of common stock. RSUs vest in three approximately equal annual installments beginning on December 16, 2025, subject to the Reporting Person's continued service.

8. Held by Quadroo Pty Ltd, as Trustee for the McDonnell Family Trust. The Reporting Person and his spouse serve as directors of Quadroo Pty Ltd and share voting and investment power over the securities held by Quadroo Pty Ltd.

	/s/ Matthew McDonnell	12/18/2024
	** 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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