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LivaNova PLC (LIVN) HR chief gets RSU vesting, new PSU grants

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(Neutral)
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(Neutral)
Form Type
4

Rhea-AI Filing Summary

LivaNova PLC Chief Human Resources Officer Natalia Kozmina reported multiple equity compensation transactions. Vested restricted stock units were settled into 6,389 ordinary shares, with 1,374 shares withheld at $61.27 per share to cover tax liabilities.

She received new grants of 9,792 restricted stock units and three separate awards of 3,264 performance stock units each, tied to revenue growth, relative total shareholder return, and adjusted EPS performance for 2026–2028. Following these transactions, she directly holds 5,015 ordinary shares.

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Insider Kozmina Natalia
Role Chief Human Resources Officer
Type Security Shares Price Value
Exercise Restricted Stock Units 4,259 $0.00 --
Exercise Restricted Stock Units 2,130 $0.00 --
Grant/Award Restricted Stock Units 9,792 $0.00 --
Grant/Award Performance Stock Units 3,264 $0.00 --
Grant/Award Performance Stock Units 3,264 $0.00 --
Grant/Award Performance Stock Units 3,264 $0.00 --
Exercise Ordinary Shares 6,389 $0.00 --
Tax Withholding Ordinary Shares 1,374 $61.27 $84K
Holdings After Transaction: Restricted Stock Units — 8,518 shares (Direct); Performance Stock Units — 3,264 shares (Direct); Ordinary Shares — 6,389 shares (Direct)
Footnotes (1)
  1. Reporting person had vested restricted stock units (RSUs) settled in ordinary shares of LivaNova PLC (the Company), GBP 1.00 par value. Shares withheld to satisfy tax liability. Each RSU represents a contingent right to receive one ordinary share of the Company in accordance with the terms of the applicable Company incentive award plan identified in the footnote for such grant and the award agreement. On March 30, 2025, reporting person was granted RSUs subject to a three-year vesting in equal annual installments, the first vesting occurring on March 30, 2026. The RSUs are subject to forfeiture prior to vesting in accordance with the terms of the First Amended and Restated LivaNova PLC 2022 Incentive Award Plan (the First A&R 2022 Plan) and the award agreement. On March 30, 2026, reporting person was granted RSUs subject to a three-year vesting in equal annual installments, the first vesting occurring on March 30, 2027. The RSUs are subject to forfeiture prior to vesting in accordance with the terms of the Second Amended and Restated LivaNova PLC 2022 Incentive Award Plan (the Second A&R 2022 Plan) and the award agreement. Each performance stock unit (PSU) represents a contingent right to receive one ordinary share of the Company in accordance with the terms of the applicable Company incentive award plan identified in the footnote for such grant and the award agreement. On March 30, 2026, reporting person was granted PSUs to vest or lapse on March 30, 2029 based on how the Company's revenue growth for the performance period 2026-2028 compares to a target determined by the Second A&R 2022 Plan Administrator. The number included in column 5 of Table II reflects the target number of PSUs eligible for vesting subject to continued service during the vesting period and the award agreement. On March 30, 2026, reporting person was granted PSUs to vest or lapse on March 30, 2029 based on the Company's relative total shareholder return (rTSR) for the three-year period beginning on January 1, 2026 and ending December 31, 2028 relative to the total shareholder return of an index of companies, as determined by the Second A&R 2022 Plan Administrator. The number included in column 5 of Table II reflects the target number of PSUs eligible for vesting subject to continued service during the vesting period and the award agreement. On March 30, 2026, reporting person was granted PSUs to vest or lapse on March 30, 2029 based on how the Company's adjusted earnings per share (EPS) for the performance period 2026-2028 compares to a target determined by the Second A&R 2022 Plan Administrator. The number included in column 5 of Table II reflects the target number of PSUs eligible for vesting subject to continued service during the vesting period and the award agreement.
Ordinary shares from RSU vesting 6,389 shares RSUs settled into ordinary shares on March 30, 2026
Shares withheld for taxes 1,374 shares at $61.27 Tax-withholding disposition on March 30, 2026
New RSU grant 9,792 RSUs Grant on March 30, 2026 under incentive award plan
Performance stock unit grant size 3,264 PSUs Each of three PSU awards granted March 30, 2026
Post-transaction ordinary share holding 5,015 shares Direct holdings after tax withholding on March 30, 2026
Restricted Stock Units financial
"Reporting person had vested restricted stock units (RSUs) settled in ordinary shares"
Restricted stock units are a type of company reward where employees are promised shares of stock, but they only fully own these shares after meeting certain conditions, like staying with the company for a set time. They matter because they can become valuable assets and are often used to motivate employees to help the company succeed.
Performance Stock Units financial
"Each performance stock unit (PSU) represents a contingent right to receive one ordinary share"
Performance stock units are a type of company award that grants employees shares of stock only if certain performance goals are met. They motivate employees to work toward specific company achievements, aligning their interests with those of shareholders. For investors, they can influence a company's future stock supply and reflect management’s confidence in reaching key targets.
tax liability financial
"Shares withheld to satisfy tax liability."
relative total shareholder return financial
"based on the Company's relative total shareholder return (rTSR) for the three-year period"
Relative total shareholder return measures how much an investor’s gain from a company — including stock price changes and dividends — beats or lags a chosen benchmark or peer group over a set time. Think of it as a race: it shows whether the company outpaced rivals or the market, which helps investors and boards judge performance, compare returns fairly, and link results to pay or investment decisions.
adjusted earnings per share financial
"based on how the Company's adjusted earnings per share (EPS) for the performance period 2026-2028 compares"
Adjusted Earnings Per Share shows how much profit a company makes for each share of stock, but it removes unusual or one-time items like big expenses or gains. This helps investors see the company's true ongoing performance, making it easier to compare how well different companies are doing over time.
incentive award plan financial
"in accordance with the terms of the applicable Company incentive award plan"
An incentive award plan is a formal program that rewards employees, executives, or directors with cash, stock, options, or other pay when the company meets set goals or performance targets. Like a sales commission or a loyalty program that pays out when you hit milestones, it’s designed to align staff behavior with company objectives; investors care because it affects a company’s costs, share count (dilution), leadership incentives, and long-term value creation.
SEC Form 4
FORM 4UNITED 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
OMB APPROVAL
OMB Number:3235-0287
Estimated average burden
hours per response:0.5
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*
Kozmina Natalia

(Last)(First)(Middle)
20 EASTBOURNE TERRACE

(Street)
LONDONW26LG

(City)(State)(Zip)

UNITED KINGDOM

(Country)
2. Issuer Name and Ticker or Trading Symbol
LivaNova PLC [ LIVN ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director10% Owner
XOfficer (give title below)Other (specify below)
Chief Human Resources Officer
2a. Foreign Trading Symbol
3. Date of Earliest Transaction (Month/Day/Year)
03/30/2026
6. Individual or Joint/Group Filing (Check Applicable Line)
XForm filed by One Reporting Person
Form filed by More than One Reporting Person
4. If Amendment, Date of Original Filed (Month/Day/Year)

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)
CodeVAmount(A) or (D)Price
Ordinary Shares03/30/2026M6,389(1)A$06,389D
Ordinary Shares03/30/2026F1,374(2)D$61.275,015D
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)
CodeV(A)(D)Date ExercisableExpiration DateTitleAmount or Number of Shares
Restricted Stock Units(3)03/30/2026M4,259 (4) (4)Ordinary Shares4,259$08,518D
Restricted Stock Units(3)03/30/2026M2,130 (4) (4)Ordinary Shares2,130$04,258D
Restricted Stock Units(3)03/30/2026A9,792 (5) (5)Ordinary Shares9,792$09,792D
Performance Stock Units(6)03/30/2026A3,264 (7) (7)Ordinary Shares3,264$03,264D
Performance Stock Units(6)03/30/2026A3,264 (8) (8)Ordinary Shares3,264$03,264D
Performance Stock Units(6)03/30/2026A3,264 (9) (9)Ordinary Shares3,264$03,264D
Explanation of Responses:
1. Reporting person had vested restricted stock units (RSUs) settled in ordinary shares of LivaNova PLC (the Company), GBP 1.00 par value.
2. Shares withheld to satisfy tax liability.
3. Each RSU represents a contingent right to receive one ordinary share of the Company in accordance with the terms of the applicable Company incentive award plan identified in the footnote for such grant and the award agreement.
4. On March 30, 2025, reporting person was granted RSUs subject to a three-year vesting in equal annual installments, the first vesting occurring on March 30, 2026. The RSUs are subject to forfeiture prior to vesting in accordance with the terms of the First Amended and Restated LivaNova PLC 2022 Incentive Award Plan (the First A&R 2022 Plan) and the award agreement.
5. On March 30, 2026, reporting person was granted RSUs subject to a three-year vesting in equal annual installments, the first vesting occurring on March 30, 2027. The RSUs are subject to forfeiture prior to vesting in accordance with the terms of the Second Amended and Restated LivaNova PLC 2022 Incentive Award Plan (the Second A&R 2022 Plan) and the award agreement.
6. Each performance stock unit (PSU) represents a contingent right to receive one ordinary share of the Company in accordance with the terms of the applicable Company incentive award plan identified in the footnote for such grant and the award agreement.
7. On March 30, 2026, reporting person was granted PSUs to vest or lapse on March 30, 2029 based on how the Company's revenue growth for the performance period 2026-2028 compares to a target determined by the Second A&R 2022 Plan Administrator. The number included in column 5 of Table II reflects the target number of PSUs eligible for vesting subject to continued service during the vesting period and the award agreement.
8. On March 30, 2026, reporting person was granted PSUs to vest or lapse on March 30, 2029 based on the Company's relative total shareholder return (rTSR) for the three-year period beginning on January 1, 2026 and ending December 31, 2028 relative to the total shareholder return of an index of companies, as determined by the Second A&R 2022 Plan Administrator. The number included in column 5 of Table II reflects the target number of PSUs eligible for vesting subject to continued service during the vesting period and the award agreement.
9. On March 30, 2026, reporting person was granted PSUs to vest or lapse on March 30, 2029 based on how the Company's adjusted earnings per share (EPS) for the performance period 2026-2028 compares to a target determined by the Second A&R 2022 Plan Administrator. The number included in column 5 of Table II reflects the target number of PSUs eligible for vesting subject to continued service during the vesting period and the award agreement.
Remarks:
/s/ Sarah K. Mohr, Attorney-in-Fact04/01/2026
** Signature of Reporting PersonDate
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.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.
* Form 4: SEC 1474 (03-26)

FAQ

What insider transactions did LivaNova (LIVN) report for Natalia Kozmina?

LivaNova reported that Chief Human Resources Officer Natalia Kozmina had vested RSUs convert into 6,389 ordinary shares, with 1,374 shares withheld for taxes. She also received new grants of RSUs and performance stock units as part of her equity compensation.

How many LivaNova ordinary shares does Natalia Kozmina hold after these transactions?

After the reported transactions, Chief Human Resources Officer Natalia Kozmina directly holds 5,015 ordinary shares of LivaNova. This reflects RSU vesting into shares and share withholding to satisfy tax liabilities associated with the equity awards.

What new restricted stock units did LivaNova grant to Natalia Kozmina?

Kozmina received a new grant of 9,792 restricted stock units. Each RSU represents a contingent right to receive one ordinary share, subject to three-year vesting in equal annual installments and forfeiture conditions under LivaNova’s amended and restated 2022 incentive award plans.

What performance stock units did LivaNova grant to Natalia Kozmina?

LivaNova granted Kozmina three awards of 3,264 performance stock units each. These PSUs can vest on March 30, 2029 based on revenue growth, relative total shareholder return, and adjusted EPS performance for the 2026–2028 period, subject to continued service.

How are LivaNova performance stock units for Natalia Kozmina structured?

Each PSU represents a right to receive one ordinary share if performance goals are met. Vesting on March 30, 2029 depends on LivaNova’s revenue growth, relative total shareholder return, or adjusted EPS for 2026–2028, as determined under the Second Amended and Restated 2022 Plan.
Livanova Plc

NASDAQ:LIVN

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3.49B
54.49M
Medical Devices
Electromedical & Electrotherapeutic Apparatus
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United Kingdom
LONDON