SEC FORM 3 SEC Form 3
FORM 3 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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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1. Name and Address of Reporting Person*
DeBeauvernet Michael

(Last) (First) (Middle)
1048 INDUSTRIAL COURT

(Street)
SUWANEE GA 30024

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
01/26/2018
3. Issuer Name and Ticker or Trading Symbol
DIGIRAD CORP [ DRAD ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
General Manager,Mobile Imaging
5. 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 Beneficially Owned
1. Title of Security (Instr. 4) 2. Amount of Securities Beneficially Owned (Instr. 4) 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock 5,530 D
Table II - Derivative Securities Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4) 2. Date Exercisable and Expiration Date (Month/Day/Year) 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) 6. Nature of Indirect Beneficial Ownership (Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option (right to buy) (1) 02/01/2026 Common Stock 9,270 5.12 D
Restricted Stock Unit (2) (2) Common Stock 3,333 (3) D
Restricted Stock Unit (4) (4) Common Stock 3,438 (3) D
Restricted Stock Unit (5) (5) Common Stock 2,293 (3) D
Restricted Stock Unit (6) (6) Common Stock 7,302 (3) D
Explanation of Responses:
1. The reporting person was granted these Stock Options on February 1, 2016. 25% of the options vested on February 1, 2017 and the remaining options are scheduled to vest as to 25% of the options on each of February 1, 2018, February 1, 2019 and February 1, 2020, subject to the reporting person continuing to provide service through each such date.
2. Reflects the remaining unvested portion of a grant of Restricted Stock Units on January 1, 2016. Such remaining Restricted Stock Units are scheduled to vest on January 1, 2019, subject to the reporting person continuing to provide service through such date.
3. Each Restricted Stock Unit represents the right to receive, at settlement, one share of common stock.
4. Reflects the remaining unvested portion of a grant of Restricted Stock Units on February 1, 2016. One-third of such remaining Restricted Stock Units are scheduled to vest on each of February 1, 2018, February 1, 2019 and February 1, 2020, subject to the reporting person continuing to provide service through each such date.
5. Reflects the remaining unvested portion of a grant of Restricted Stock Units on February 1, 2016. One-half of such remaining Restricted Stock Units are scheduled to vest on each of February 1, 2019 and February 1, 2020, with vesting of 100% of each such Restricted Stock Unit tranche to be further subject to the satisfaction of certain performance criteria to be determined and approved by the Compensation Commmittee with respect to each such period.
6. The reporting person was granted these Restricted Stock Units on February 28, 2017. These Restricted Stock Units are scheduled to vest as to 25% of the units on each of February 28, 2018, February 28, 2019, February 28, 2020 and February 28, 2021, subject to the reporting person continuing to provide service through each such date.
Remarks:
Exhibit 24 - Power of Attorney
/s/ Jeffry R. Keyes, as Attorney-in-fact 02/05/2018
** 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 5 (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.

Exhibit 24

 

DIGIRAD CORPORATION
LIMITED POWER OF ATTORNEY
SECURITIES LAW COMPLIANCE

Know all by these presents, that the undersigned, as a Section 16 reporting person of Digirad Corporation (the “Company”), hereby constitutes and appoints each of Jeffry R. Keyes and David Fredriks, or either of them acting singly and with full power of substitution, the undersigned’s true and lawful attorney-in-fact to:

(1)       execute for and on behalf of the undersigned, in the undersigned’s capacity as an officer or director or both of the Company, Form ID, Form 3, Form 4 and Form 5 (and any amendments thereto) in accordance with Section 16(a) of the Securities Exchange Act of 1934, as amended, and the rules thereunder;

(2)       do and perform any and all acts for and on behalf of the undersigned which may be necessary or desirable to complete and execute any such Form ID, Form 3, Form 4 and Form 5 (and any amendments thereto) and timely file such form with the United States Securities and Exchange Commission and any other authority; and

(3)       take any other action of any type whatsoever in connection with the foregoing which, in the opinion of such attorney-in-fact, may be of benefit to, in the best interest of, or legally required by or for, the undersigned, it being understood that the documents executed by such attorney-in-fact on behalf of the undersigned pursuant to this Limited Power of Attorney shall be in such form and shall contain such information and disclosure as such attorney-in-fact may approve in such attorney-in-fact’s discretion.

The undersigned hereby grants to each such attorney-in-fact full power and authority to do and perform any and every act and thing whatsoever required, necessary or proper to be done in the exercise of any of the rights and powers herein granted, as fully to all intents and purposes as the undersigned might or could do if personally present, with full power of substitution or revocation, hereby ratifying and confirming all that such attorney-in-fact, or such attorney-in-fact’s substitute or substitutes, shall lawfully do or cause to be done by virtue of this Limited Power of Attorney and the rights and powers herein granted.

The undersigned acknowledges that the foregoing attorneys-in-fact, in serving in such capacity at the request and on the behalf of the undersigned, are not assuming, nor is the Company assuming, any of the undersigned’s responsibilities to comply with, or any liability for the failure to comply with, any provision of Section 16 of the Securities Exchange Act of 1934, as amended.

This Limited Power of Attorney shall remain in full force and effect until the undersigned is no longer required to file Form ID, Form 3, Form 4 and Form 5 with respect to the undersigned’s holdings of and transactions in securities issued by the Company, unless earlier revoked by the undersigned in a signed writing delivered to each of the foregoing attorneys-in-fact.

IN WITNESS WHEREOF, the undersigned has executed this Limited Power of Attorney as of this 2nd day of February, 2018.

Signed and acknowledged:
 
Signature:

/s/ Michael DeBeauvernet

   
Print Name: Michael DeBeauvernet