SEC Form 4 · accession 0001225208-18-016031
HMS HOLDINGS CORP · HMSY
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Semone Neuman
Officer — EVP, Coordination of Benefits
Period of report
Nov 28, 2018
Accepted (ET)
Nov 30, 2018 · 7:42 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 | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Nov 28, 2018 | M | 50,607 | $16.77 | A | 150,669 | D | |
| Common Stock | Nov 28, 2018 | M | 12,936 | $19.04 | A | 163,605 | D | |
| Common Stock | Nov 28, 2018 | M | 2,553 | $21.36 | A | 166,158 | D | |
| Common StockF1 | Nov 28, 2018 | S | 30,352 | $34.4772 | D | 135,806 | D | |
| Common StockF2 | Nov 28, 2018 | S | 35,744 | $33.9261 | D | 100,062 | D | |
| Common Stock | Nov 29, 2018 | M | 21,192 | $16.64 | A | 121,254 | D | |
| Common Stock | Nov 29, 2018 | M | 287 | $16.77 | A | 121,541 | D | |
| Common StockF3 | Nov 29, 2018 | S | 21,479 | $35.0713 | D | 100,062 | 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)F4 | $16.77 | Nov 28, 2018 | M | 50,607 | D | — | Mar 3, 2022 | Common Stock | 50,607 | 287 | D |
| Nonqualified Stock Option (Right to Buy)F5 | $19.04 | Nov 28, 2018 | M | 12,936 | D | — | Jun 9, 2027 | Common Stock | 12,936 | 64,684 | D |
| Nonqualified Stock Option (Right to Buy)F6 | $21.36 | Nov 28, 2018 | M | 2,553 | D | — | Nov 14, 2020 | Common Stock | 2,553 | 0 | D |
| Nonqualified Stock Option (Right to Buy)F4 | $16.77 | Nov 29, 2018 | M | 287 | D | — | Mar 3, 2022 | Common Stock | 287 | 0 | D |
| Nonqualified Stock Option (Right to Buy)F7 | $16.64 | Nov 29, 2018 | M | 21,192 | D | — | May 13, 2022 | Common Stock | 21,192 | 0 | 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 $34.27 to $34.72, 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) and (3) 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 $33.27. to $34.26, inclusive.
- F3The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $34.71 to $35.31, inclusive.
- F4One-half of the option vested in three equal installments on March 4, 2016, 2017 and 2018. The other one-half of the option vested as follows: two-thirds vested on March 4, 2017 and one-third vested on March 4, 2018.
- F5One-half of the option vests in 3 equal installments on the March 3, 2018, March 3, 2019 and and March 3, 2020. The other one-half of the option vests as follows: two-thirds vests on March 3, 2019 and one-third vests on March 3, 2020.
- F6One-half of the option vested in three equal installments on November 15, 2014, 2015 and 2016. The other one-half of the option was cancelled due to non-satisfaction of certain performance conditions.
- F7One-half of the option vested in three equal installments on May 13, 2016, 2017 and 2018. The other one-half of the option vested as follows: two-thirds vested on May 13, 2017 and one-third vested on May 13, 2018.