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*
Wright Emory

(Last) (First) (Middle)
C/O ALIGN TECHNOLOGY
2820 ORCHARD PARKWAY

(Street)
SAN JOSE CA 95131

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
ALIGN TECHNOLOGY INC [ ALGN ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
SVP, Global Operations
3. Date of Earliest Transaction (Month/Day/Year)
10/26/2020
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 10/26/2020 S(1) 3,204 D $452.8345(2) 0 I By Trust for Nephew(3)
Common Stock 10/26/2020 S(1) 6,740 D $452.8345(2) 2,869 I By Trust for Child 1(4)
Common Stock 10/26/2020 S(1) 5,111 D $452.8345(2) 4,498 I By Trust for Child 2(4)
Common Stock 10/26/2020 S(1) 961 D $452.8345(2) 8,648 I By Trust for Child 3(4)
Common Stock 2,056 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. A Form 4 was filed on May 29, 2020 reporting gifts of an aggregate of 32,031 shares by the reporting person to a single GRAT for the benefit of the reporting person and his children. Although the aggregate number of shares gifted has not changed, the shares are instead held in four separate trusts for the benefit of three of the reporting person's children and a nephew rather than the GRAT previously reported.
2. The price reported in column 4 is an average price for all of the shares sold by the trusts. Of these shares, 1,700 were sold in multiple transactions at prices ranging from $448.16 to $449.75, inclusive; 2,900 were sold in multiple transactions at prices ranging from $450.00 to $451.94, inclusive; 9,162 were sold in multiple transactions at prices ranging from $452.00 to $455.90, inclusive; 4 were sold in multiple transactions at prices ranging from $456.11 to $456.98, inclusive; and 2,250 were sold in multiple transactions at prices ranging from $465.41 to $467.76, inclusive. The reporting person undertakes to provide Align Technology, Inc., any security holder of Align Technology, Inc. or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote.
3. These shares were held in an irrevocable trust for the benefit of a nephew of the reporting person. The reporting person was a co-trustee of the trust.
4. These shares are held in irrevocable trusts for the benefit of each of the children of the reporting person. The reporting person is a co-trustee of each trust.
Remarks:
/s/Julie Ann Coletti Attorney-in-Fact for Emory Wright 10/28/2020
** 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).
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.