[Form 4] LivaNova PLC Insider Trading Activity

Rhea-AI Filing Summary

LivaNova PLC (LIVN) reporting person Franco Poletti had 643 restricted stock units (RSUs) vest and be settled into ordinary shares on September 15, 2025. Of those vested shares, 277 shares were withheld to satisfy tax withholding at an effective price shown as $55.43 per share, leaving 643 net shares credited from the RSU settlement in the transaction record. Following the reported transactions the form shows 8,576 shares beneficially owned by the reporting person, 8,299 shares after the withholding line, and 219 shares held indirectly by spouse. The RSUs were granted September 15, 2024 under the company’s 2022 Incentive Award Plan and vest in equal annual installments over four years, with the first vesting on September 15, 2025.

Positive

• RSUs vested as scheduled under the 2022 Incentive Award Plan, indicating normal compensation plan execution
• Form 4 filed and signed by attorney-in-fact, showing compliance with Section 16 reporting requirements

Negative

• None.

Insights

Securities Analyst

TL;DR: Insider received vested RSUs, standard tax withholding reduced issued shares; transaction is routine and non-material to company fundamentals.

The Form 4 discloses a typical restricted stock unit vesting event for an officer. 643 RSUs vested and were settled into ordinary shares, with 277 shares withheld for taxes, consistent with standard payroll tax procedures on equity compensation. The grant originated on September 15, 2024 and follows a four-year annual vesting schedule under the 2022 Incentive Award Plan. The sizes involved (hundreds of shares) are modest relative to a public company capitalization and do not indicate change in control, large purchases, or sales that would materially affect shareholder dilution or the company’s capital structure.

Compensation & Governance Specialist

TL;DR: This is a routine executive equity vesting event reflecting standard plan mechanics and tax withholding.

The filing clearly states the RSUs are subject to forfeiture until vested and were part of a grant dated September 15, 2024 with four equal annual vesting installments. The withholding of 277 shares to satisfy tax liabilities is standard and indicates no voluntary sale or market transaction beyond tax withholding. The reporting and signature by attorney-in-fact on September 17, 2025 shows timely compliance with Section 16 reporting obligations.

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

OMB APPROVAL

OMB Number:			3235-0287
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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^*

Poletti Franco

(Last) (First) (Middle)

20 EASTBOURNE TERRACE

(Street)

LONDON X0 W2 6LA

(City) (State) (Zip)

2. Issuer Name and Ticker or Trading Symbol
LivaNova PLC [ LIVN ]

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

	Director		10% Owner
X	Officer (give title below)		Other (specify below)
	President, Cardiopulmonary

3. Date of Earliest Transaction (Month/Day/Year)
09/15/2025

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
Ordinary Shares	09/15/2025		M		643	A	$0(1)	8,576	D
Ordinary Shares	09/15/2025		F		277(2)	D	$55.43	8,299	D
Ordinary Shares								219	I	By Spouse

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
Restricted Stock Units	(3)	09/15/2025		M			643	(4)	(4)	Ordinary Shares	643	$0	1,932	D

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 Company's 2022 Incentive Award Plan (the "Plan") and the award agreement.

4. On September 15, 2024, reporting person was granted RSUs subject to a four-year vesting in equal annual installments. The first vesting occurred on September 15, 2025. The RSUs are subject to forfeiture prior to vesting in accordance with the terms of the Plan and the award agreement.

Remarks:

	/s/ Sarah K. Mohr, Attorney-in-Fact	09/17/2025
	** 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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FAQ

What happened in the LIVN Form 4 filed by Franco Poletti?

The filing reports that 643 RSUs vested and were settled into ordinary shares on September 15, 2025, with 277 shares withheld for taxes.

How many LivaNova shares did the reporting person own after the transaction?

The Form 4 shows 8,576 shares beneficially owned following the RSU settlement line and 8,299 shares on the subsequent line after withholding; 219 shares are held indirectly by spouse.

Why were 277 shares listed as disposed of at $55.43 in the filing?

The filing explains those 277 shares were withheld to satisfy tax liability, reflected as a disposition at the indicated price.

When were the RSUs originally granted and what is the vesting schedule?

The RSUs were granted on September 15, 2024 and vest in equal annual installments over four years, with the first vesting on September 15, 2025.

Does this Form 4 indicate any sale of shares by the insider beyond tax withholding?

No. The only disposition reported is the 277-share withholding for taxes; there is no separate market sale reported in this Form 4.