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*
Burns Thomas William

(Last) (First) (Middle)
C/O GLAUKOS CORPORATION,
229 AVENIDA FABRICANTE

(Street)
SAN CLEMENTE CA 92672

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
GLAUKOS Corp [ GKOS ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director 10% Owner
X Officer (give title below) Other (specify below)
Chief Executive Officer
3. Date of Earliest Transaction (Month/Day/Year)
03/18/2021
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 03/18/2021 A 7,412(1) A $0 325,479(2) D
Common Stock 03/18/2021 A 30,835(3) A $0 356,314(4) D
Common Stock 03/22/2021 F 1,848(5) D $89.22 354,466(6) D
Common Stock 03/22/2021 F 2,609(7) D $88.85 353,705(8) D
Common Stock 277,847 I Through the Burns Family Trust
Common Stock 238,107 I Through the Burns Annuity Trust
Common Stock 120,000 I Through the Burns Charitable Remainder Trust
Common Stock 100,000 I Through the Thomas W. Burns Irrevocable Trust
Common Stock 100,000 I Through the Janet M. Burns Irrevocable 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) 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
Stock Options (Right to Buy) $39.1 03/18/2021 A 16,074(9) 03/18/2021 03/12/2030 Common Stock 16,074 $0 16,074 D
Explanation of Responses:
1. Represents shares of common stock underlying a portion of an award of restricted stock units previously granted by the Issuer on March 12, 2020, the vesting of which was subject to the Issuer's achievement of certain multi-year performance goals. The Compensation Committee of the Issuer's Board of Directors (the "Compensation Committee") determined on March 18, 2021 the level of achievement for the first year of the multi-year performance period. The Reporting Person elected to receive 50% of this performance grant in the form of restricted stock units and 50% in the form of an option to purchase shares of common stock. The number of shares of common stock reported herein consists of the portion of the award that vested based upon the achievement with respect to 50% of the first-year performance goal.
2. Includes 52,026 restricted stock units that have not yet vested or been delivered to the Reporting Person.
3. Granted by the Issuer in the form of restricted stock units which vest over a four-year period, with 25% to vest on each anniversary of the grant date.
4. Includes 82,861 restricted stock units that have not yet vested or been delivered to the Reporting Person.
5. Consists of shares withheld by the Issuer with respect to tax withholding obligations of the Reporting Person upon vesting and delivery of shares of common stock underlying restricted stock units previously granted by the Issuer on March 14, 2019.
6. Includes 78,007 restricted stock units that have not yet vested or been delivered to the Reporting Person.
7. Consists of shares withheld by the Issuer with respect to tax withholding obligations of the Reporting Person upon vesting and delivery of shares of common stock underlying restricted stock units previously granted by the Issuer on March 12, 2020.
8. Includes 70,494 restricted stock units that have not yet vested or been delivered to the Reporting Person.
9. Represents a portion of an option to purchase shares of common stock previously granted by the Issuer on March 12, 2020, the vesting of which was subject to the Issuer's achievement of certain multi-year performance goals. The Compensation Committee determined on March 18, 2021 the level of achievement for the first year of the multi-year performance period. The Reporting Person elected to receive 50% of this performance grant in the form of restricted stock units and 50% in the form of an option to purchase shares of common stock. The number of shares of common stock subject to the stock option reported herein consists of the portion of the shares subject to the stock option that vested with respect to 50% of the first-year performance goal.
Diana Scherer, Attorney-in-Fact 03/22/2020
** 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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