SEC Form 4 · accession 0001225208-18-015835

HMS HOLDINGS CORP · HMSY

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Cynthia Nustad

Officer — EVP, Chief Strategy Officer

Period of report

Nov 19, 2018

Accepted (ET)

Nov 21, 2018 · 6:32 pm EST

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001196501

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I
Common Stock	Nov 19, 2018	M	15,043	$27.79	A	95,541	D
Common Stock^F1	Nov 19, 2018	S	700	$37.0036	D	94,841	D
Common Stock^F2	Nov 19, 2018	S	2,120	$36.1094	D	92,721	D
Common Stock^F3	Nov 19, 2018	S	12,223	$35.234	D	80,498	D
Common Stock	Nov 20, 2018	M	16,226	$21.36	A	96,724	D
Common Stock	Nov 20, 2018	M	4,988	$27.79	A	101,712	D
Common Stock^F4	Nov 20, 2018	S	21,214	$35.0267	D	80,498	D
Common Stock	Nov 21, 2018	M	8,752	$21.36	A	89,250	D
Common Stock^F5	Nov 21, 2018	S	2,100	$35.7504	D	87,150	D
Common Stock^F6	Nov 21, 2018	S	6,652	$35.2721	D	80,498	D

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Nonqualified Stock Option (Right to Buy)^F7	$27.79	Nov 19, 2018	M	15,043	D	—	Oct 4, 2019	Common Stock	15,043	4,988	D
Nonqualified Stock Option (Right to Buy)^F7	$27.79	Nov 20, 2018	M	4,988	D	—	Oct 4, 2019	Common Stock	4,988	0	D
Nonqualified Stock Option (Right to Buy)^F8	$21.36	Nov 20, 2018	M	16,226	D	—	Nov 14, 2020	Common Stock	16,226	12,468	D
Nonqualified Stock Option (Right to Buy)^F8	$21.36	Nov 21, 2018	M	8,752	D	—	Nov 14, 2020	Common Stock	8,752	3,716	D

Explanation of responses

F1The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $36.86 to $37.19, inclusive. The reporting person undertakes to provide to HMS Holdings Corp., any security holder of HMS Holdings Corp., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnotes (1), (2), (3), (4), (5) and (6) to this Form 4.
F2The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $35.86 to $36.78, inclusive.
F3The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $34.86 to $35.85, inclusive.
F4The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $34.415 to $35.39, inclusive.
F5The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $35.58 to $35.91, inclusive.
F6The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $34.56 to $35.50, inclusive.
F7One-half of the option vested in three equal installments on December 31, 2013, 2014 and 2015. The other one-half of the option vested as follows: one-third vested on December 31, 2013, one-third vested on October 5, 2014 and one-third vested on October 5, 2015.
F8One-half of the stock option vested in three equal installments on November 15, 2014, 2015 and 2016. The other one-half of the stock option was cancelled due to non-satisfaction of certain performance conditions.