SEC Form 4 · accession 0001127602-16-062956
TEAM HEALTH HOLDINGS INC. · TMH
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Leif M. Murphy
Officer — President and CEO · Director
Period of report
Sep 19, 2016
Accepted (ET)
Sep 21, 2016 · 3:33 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001082754
Table I — non-derivative securities
No Table I lines on this filing.
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF1,F2 | — | Sep 19, 2016 | A | 91,996 | A | — | Sep 19, 2019 | Common Stock | 91,996 | 91,996 | D |
| Stock Options (Right to Buy)F3 | $32.61 | Sep 19, 2016 | A | 381,346 | A | — | Sep 19, 2024 | Common Stock | 381,346 | 381,346 | D |
| Stock Options (Right to Buy)F4 | $32.61 | Sep 19, 2016 | A | 441,955 | A | — | Sep 19, 2024 | Common Stock | 441,955 | 441,955 | D |
| Market Share UnitsF5 | — | Sep 19, 2016 | A | 127,345 | A | — | Sep 19, 2019 | Common Stock | 127,345 | 127,345 | D |
Explanation of responses
- F1Each restricted stock unit represents the right to receive, at settlement, one share of common stock.
- F2These restricted stock units will vest 50% on each of the second and third anniversaries of the September 19, 2016 grant date.
- F3These stock options will vest and become exercisable one-third on each of the first, second and third anniversaries of the September 19, 2016 grant date.
- F4These stock options will vest and become exercisable in three (3) equal installments upon the first dates, if any, occurring during the period commencing on the first (1st) anniversary of the September 19, 2016 grant date and ending on the fourth anniversary of the grant date upon which the average closing trading prices of a share of the Issuer's common stock over a consecutive 10-day trading period has equaled or exceeded 115%, 130% and 145%, respectively, of the fair market value of a share of the Issuer's common stock on the grant date.
- F5Each market share unit represents the right to receive, at settlement, the number of shares of common stock determined by applying a multiplier to the target number of shares vesting on the third anniversary of the September 19, 2016 grant date. The number of market share units reported represents the target number awarded on the grant date. The multiplier will range from 75% to 200%, and is based on the average closing trading price of a share of common stock over the twenty (20) consecutive day trading period immediately preceding the vesting date against the fair market value of a share on the grant date.