SEC Form 4 · accession 0001437749-19-003082
NATIONAL HEALTHCARE CORP · NHC
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Stephen Fowler Flatt
Officer — CEO · Director
Period of report
Feb 19, 2019
Accepted (ET)
Feb 21, 2019 · 4:51 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001047335
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Feb 19, 2019 | M | 30,000 | $72.94 | A | 72,684 | D | |
| Common StockF2,F3 | Feb 19, 2019 | F | 27,160 | $84.03 | D | 45,524 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Option to Purchase Common StockF1 | $72.94 | Feb 19, 2019 | M | 30,000 | D | Feb 14, 2019 | Mar 11, 2022 | Common Stock | 75,000 | 45,000 | D |
Explanation of responses
- F1These stock options were granted pursuant to the Company's 2010 Omnibus Equity Incentive plan on March 14, 2017. On February 14, 2019, the Compensation Committee amended the option to grant a 30 day window to exercise up to 40% of this option, with any shares issued upon exercise to be held as restricted stock until 2/9/22, the original date exercisable. The grant and exercise of these stock options are exempt from Section 16(b) pursuant to Rule 16b-3(d).
- F2Shares were withheld by the Company to pay the exercise price and withholding tax obligations.
- F3Total amount of common shares owned following transactions reported on this form.