| Type | Sym | Class | Transaction | Value $ | Shares | Change % | * Price $ | Shares After | Date | Ownership | Footnotes |
|---|---|---|---|---|---|---|---|---|---|---|---|
| transaction | IVC | Common Shares, no par value | Disposed to Issuer | $0 | -24.7K | -100% | $0.00* | 0 | Nov 21, 2022 | Direct | F1, F2 |
| holding | IVC | Common Shares, no par value | 110K | Nov 21, 2022 | Through Crawford United Corporation | F3 |
| Id | Content |
|---|---|
| F1 | Represents Reporting Person's voluntary return to the Issuer for no consideration of outstanding restricted stock units ("RSUs"), which were previously granted to him as a member of the Issuer's board of directors on August 22, 2022 (as reported on his Form 4 on August 24, 2022). Steven H. Rosen, another member of the Issuer's board of directors, also simultaneously returned the same number of RSUs for no consideration (as reported on his separate Form 4). The returns were approved by the Issuer's board of directors under Rule 16b-3 under the Securities Exchange Act of 1934, as amended (the "Exchange Act"). |
| F2 | The returns of RSUs by Messrs. Rosen and Crawford were carried out to ensure the group of which the Reporting Person is a member (including Mr. Rosen, Azurite, Crawford United Corporation ("Crawford United"), the Reporting Person and Matthew V. Crawford, and collectively, the "Group")) collectively beneficially own less than 10% of the Issuer's total voting power. The Group members undertook these transactions promptly upon their discovery that the Group may have inadvertently become subject to Section 1704 of the Ohio Revised Code when previously exceeding 10% of the Issuer's total voting power. Following this slight reduction in the Group's ownership, Mr. Rosen and Mr. Crawford continue to serve as members of the Issuer's board of directors. |
| F3 | Crawford United is the owner of record of 110,200 Common Shares. The Reporting Person and Matthew V. Crawford, in their capacity as holders of a majority of the voting power of Crawford United and as two of six members of Crawford United's board of directors, share the ability to indirectly control the decisions of Crawford United regarding the vote and disposition of securities held by Crawford United, and as such may be deemed to have indirect beneficial ownership of the 110,200 Common Shares held by Crawford United. Each of the Reporting Person and Matthew V. Crawford disclaims beneficial ownership of the Common Shares owned by Crawford United, except to the extent of his respective pecuniary interest therein. |
As described above, the Reporting Person, Crawford United and Matthew V. Crawford, along with Steven H. Rosen and Azurite, comprise a group within the meaning of Section 13(d)(3) of the Securities Exchange Act of 1934, as amended. Mr. Rosen and Azurite separately own Common Shares of the Issuer. Each of the Reporting Person, Matthew V. Crawford and Crawford United disclaim beneficial ownership over the Common Shares separately owned by Mr. Rosen and Azurite and any other Common Shares owned by the Group, except to the extent of his or its respective pecuniary interest therein.