SEC Form 4 · accession 0001209191-18-020711
HEALTHSTREAM INC · HSTM
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Robert A Frist Jr.
Officer — CEO · Director · 10% Owner
Period of report
Mar 19, 2018
Accepted (ET)
Mar 19, 2018 · 6:37 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001095565
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Mar 19, 2018 | M | 4,577 | $0.00 | A | 5,108,949 | D | |
| Common StockF2 | Mar 19, 2018 | F | 1,102 | $24.97 | D | 5,107,847 | D | |
| Common Stock | holding | — | — | — | 10,000 | I | The Carolyn Marie Frist 2005 Vested Trust | |
| Common Stock | holding | — | — | — | 10,000 | I | The Cate Merriman Frist 2005 Vested Trust | |
| Common Stock | holding | — | — | — | 10,000 | I | The Eleanor Knox Frist 2005 Vested Trust | |
| Common Stock | holding | — | — | — | 18,335 | I | Louise Trust u/a/d 08-16-2007 | |
| Common Stock | holding | — | — | — | 18,334 | I | Merriman Trust u/a/d 08-16-2007 | |
| Common Stock | holding | — | — | — | 18,334 | I | Marie Trust u/a/d 08-16-2007 | |
| Common Stock | holding | — | — | — | 18,334 | I | Knox Trust u/a/d 08-16-2007 | |
| Common Stock | holding | — | — | — | 435,000 | I | Bobby and Melissa Frist Children's 2012 GST-Exempt Trust |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Share UnitsF3,F4,F5 | $0.00 | Mar 19, 2018 | M | 1,374 | D | — | — | Common Stock | 1,374 | 0 | D |
| Restricted Share UnitsF3,F6,F5 | $0.00 | Mar 19, 2018 | M | 1,341 | D | — | — | Common Stock | 1,341 | 1,565 | D |
| Restricted Share UnitsF3,F7,F5 | $0.00 | Mar 19, 2018 | M | 1,133 | D | — | — | Common Stock | 1,133 | 3,681 | D |
| Restricted Share UnitsF3,F8,F5 | $0.00 | Mar 19, 2018 | M | 729 | D | — | — | Common Stock | 729 | 4,130 | D |
Explanation of responses
- F1Shares acquired on vesting of restricted share units.
- F2Shares withheld for payment of tax liability.
- F3Each restricted share unit (RSU) represents the contingent right to receive one share of common stock upon vesting of the unit.
- F4The RSU's are subject to a four year vesting schedule, contingent upon continued service at the time of vesting. 15% vest on March 11, 2015, 20% vest on March 11, 2016, 30% vest on March 11, 2017, and the remaining 35% vest on March 11, 2018.
- F5Not applicable.
- F6The RSU's are subject to a four year vesting schedule, contingent upon continued service at the time of vesting. 15% vest on March 10, 2016, 20% vest on March 10, 2017, 30% vest on March 10, 2018, and the remaining 35% vest on March 10, 2019.
- F7The RSU's are subject to a four year vesting schedule, contingent upon continued service at the time of vesting. 15% vest on March 17, 2017, 20% vest on March 17, 2018, 30% vest on March 17, 2019, and the remaining 35% vest on March 17, 2020.
- F8The RSU's are subject to a four year vesting schedule, contingent upon continued service at the time of vesting. 15% vest on March 16, 2018, 20% vest on March 16, 2019, 30% vest on March 16, 2020, and the remaining 35% vest on March 16, 2021.