SEC FORM 4 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 Kristie

(Last) (First) (Middle)
3701 WAYZATA BLVD.
SUITE 300

(Street)
MINNEAPOLIS MN 55416

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
TACTILE SYSTEMS TECHNOLOGY INC [ TCMD ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Sr. VP Mktg & Clinical Affairs
3. Date of Earliest Transaction (Month/Day/Year)
02/23/2024
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
Rule 10b5-1(c) Transaction Indication

X
Check this box to indicate that a transaction was made pursuant to a contract, instruction or written plan that is intended to satisfy the affirmative defense conditions of Rule 10b5-1(c). See Instruction 10.
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 02/23/2024 S 2,249(1)(2) D $14.7968(3) 53,765 D
Common Stock 02/24/2024 A 8,986(4) A $0 62,751 D
Common Stock 02/24/2024 A 2,776(5) A $0 65,527 D
Common Stock 02/26/2024 S 2,015(6) D $15.905 63,512 D
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
Explanation of Responses:
1. Consists of shares sold to cover taxes associated with the settlement of stock units, which sales were pursuant to a Rule 10b5-1 instruction on February 22, 2023.
2. Adoption date of referenced 10b5-1(c) plan is: 02-22-2023.
3. Reflects the weighted average price of 2,249 shares of common stock of Tactile Systems Technology, Inc. sold by the reporting person in multiple transactions on February 23, 2024 with sale prices ranging from $14.7911 to $14.82 per share. The reporting person undertakes to provide upon request by the U.S. Securities and Exchange Commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares sold at each separate price.
4. On February 24, 2022, the reporting person was granted performance stock units ("PSUs"), with the number of PSUs earned to be determined based on the extent to which certain performance conditions were met for a performance period of 2023. As determined on February 24, 2024, based on actual performance for 2023, the reporting person earned 8,986 PSUs. Of those earned PSUs, one-third, or 2,995 PSUs, vested on February 24, 2024, and the remaining two-thirds, or 5,991 PSUs, are scheduled to vest on February 24, 2025.
5. On February 22, 2023, the reporting person was granted PSUs, with the number of PSUs earned to be determined based on the extent to which certain performance conditions are met for a performance period consisting of three separate performance years of 2023, 2024 and 2025. As determined on February 24, 2024, based on actual performance for 2023, the reporting person earned 2,776 PSUs with respect to the 2023 performance year. Those PSUs are scheduled to vest on the date in 2025 that the Compensation and Organization Committee determines the number of PSUs earned with respect to the 2024 performance year.
6. Consists of shares sold to cover taxes associated with the settlement of stock units, which sales were pursuant to Rule 10b5-1 instructions on February 25, 2021 and February 24, 2022.
/s/ Jonathan Zimmerman, Attorney-in-Fact 02/27/2024
** 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).
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