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
 
OMB APPROVAL
OMB Number: 3235-0104
Estimated average burden
hours per response: 0.5
1. Name and Address of Reporting Person*
Helwig Steven

(Last) (First) (Middle)
C/O RADIUS HEALTH, INC.
22 BOSTON WHARF ROAD, 7TH FLOOR

(Street)
BOSTON MA 02210

(City) (State) (Zip)
2. Date of Event Requiring Statement (Month/Day/Year)
08/24/2021
3. Issuer Name and Ticker or Trading Symbol
Radius Health, Inc. [ RDUS ]
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Principal Financial Officer
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 15,704(1) 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) (2) 08/26/2025 Common Stock 10,750 63.34 D
Stock Option (Right to Buy) (3) 02/22/2029 Common Stock 3,500 19.18 D
Stock Option (Right to Buy) (4) 03/02/2030 Common Stock 3,500 20.25 D
Stock Option (Right to Buy) (5) 01/20/2031 Common Stock 12,250 21.66 D
Stock Option (Right to Buy) (6) 02/22/2031 Common Stock 20,000 18.6 D
Explanation of Responses:
1. The amount reflected includes 375 restricted stock units awarded under the 2011 Equity Incentive Plan and 4,542 restricted stock units awarded under the 2018 Stock Option and Incentive Plan. Each restricted stock unit represents a contingent right to receive one share of RDUS common stock. The shares underlying the restricted stock units vest as follows: (a) 375 of such shares shall vest on February 13, 2022; (b) 1,000 of such shares shall vest as to 50% on February 22, 2022 and 50% on February 22, 2023; (c) 1,667 of such shares shall vest as to 50% on March 2, 2022 and 50% on March 2, 2023; and (d) 1,875 of such shares shall vest as to 33.33% on November 9, 2021 and as to 33.33% annually thereafter over the following two years on November 9 of each year.
2. The shares subject to this stock option are fully vested and exercisable.
3. 25% of the shares subject to this stock option vested on February 22, 2020; and the remaining shares have vested or shall vest in substantially equal monthly installments over 36 months thereafter.
4. 25% of the shares are subject to this stock option vested on March 2, 2021; and the remaining shares have vested or shall vest in substantially equal monthly installments over 36 months thereafter.
5. 25% of the shares subject to this stock option shall vest on January 20, 2022; and the remaining shares shall vest in substantially equal monthly installments over 36 months thereafter.
6. 25% of the shares subject to this stock option shall vest on February 22, 2022; and the remaining shares shall vest in substantially equal monthly installments over 36 months thereafter.
Remarks:
/s/ Averi Price, as attorney-in-fact 08/26/2021
** 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.
Radius Health, Inc.
Power of Attorney

    Known by all these presents, that the undersigned hereby constitutes and
appoints G. Kelly Martin, Averi Price and Nathan McConarty as the undersigned's
true and lawful attorneys-in-fact to:

    (1) prepare and execute on behalf of and in the name of the undersigned, and
submit to the U.S. Securities and Exchange Commission (the "SEC") any and all
documentation necessary or appropriate to obtain codes and passwords to make
electronic filings with the SEC on behalf of the undersigned;

    (2) execute for and on behalf of the undersigned, in the undersigned's
capacity as an officer and/or director and/or beneficial owner of Radius Health,
Inc. (the "Company"), Forms 3, 4, and 5 in accordance with Section 16(a) of the
Securities Exchange Act of 1934, as amended, and the rules thereunder;

    (3) 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 3, 4,
or 5 and timely file such form with the SEC and any stock exchange or similar
authority; and

    (4) take any other action of any type whatsoever in connection with the
foregoing which, in the opinion of any such attorney-in-fact, may be of benefit
to, in the best interest of, or legally required by, the undersigned, it being
understood that the documents executed by any such attorney-in-fact on behalf of
the undersigned pursuant to this Power of Attorney shall be in such form and
shall contain such terms and conditions 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 requisite,
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 attorneys-in-fact, or such
attorneys-in-fact's substitute or substitutes, shall lawfully do or cause to be
done by virtue of this Power of Attorney and the rights and powers herein
granted. The undersigned acknowledges that neither of the foregoing
attorneys-in-fact, in serving in such capacity at the request of the
undersigned, is assuming, nor is the Company assuming, any of the undersigned's
responsibilities to comply with Section 16 of the Securities Exchange Act of
1934, as amended.

    This Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file Forms 3, 4, and 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 WITESS WHEREOF, the undersigned has caused this Power of Attorney to be
executed as of this 23rd day of August, 2021.




  /s/ Steven Helwig
 _________________________________
  Name: Steven Helwig