SEC Form 4 · accession 0000947871-15-000545

WebMD Health Corp. · WBMD

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

Reporting owner

Jerome C Keller

Director

Period of report

Aug 10, 2015

Accepted (ET)

Aug 11, 2015 · 5:06 pm EDT

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001326583

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Common Stock	Aug 10, 2015	M	6,600	$29.05	A	22,732	D
Common Stock	Aug 10, 2015	M	13,200	$23.61	A	35,932	D
Common Stock	Aug 10, 2015	M	13,200	$23.59	A	49,132	D
Common Stock^F1	Aug 10, 2015	S	6,600	$43.43	D	42,532	D
Common Stock^F2	Aug 10, 2015	S	13,200	$43.44	D	29,332	D
Common Stock^F3	Aug 10, 2015	S	13,200	$43.44	D	16,132	D
Common Stock	holding	—	—		—	69	I	By 401(k) Plan

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	D/I
Stock Option (Right to Buy)^F4	$29.05	Aug 10, 2015	M	6,600	D	—	Jan 1, 2016	Common Stock	6,600	D
Stock Option (Right to Buy)^F4	$23.61	Aug 10, 2015	M	13,200	D	—	Dec 10, 2018	Common Stock	13,200	D
Stock Option (Right to Buy)^F4	$23.59	Aug 10, 2015	M	13,200	D	—	Jan 1, 2019	Common Stock	13,200	D

Explanation of responses

F1The prices reported in Column 4 are weighted average prices. These shares were sold in multiple transactions at prices ranging from $43.13 to $43.81 inclusive. The reporting person undertakes to provide to WebMD Health Corp., any security holder of WebMD Health 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 range set forth in this footnote (1) to this Form 4.
F2The prices reported in Column 4 are weighted average prices. These shares were sold in multiple transactions at prices ranging from $43.13 to $43.83 inclusive. The reporting person undertakes to provide to WebMD Health Corp., any security holder of WebMD Health 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 range set forth in this footnote (2) to this Form 4.
F3The prices reported in Column 4 are weighted average prices. These shares were sold in multiple transactions at prices ranging from $43.13 to $43.84 inclusive. The reporting person undertakes to provide to WebMD Health Corp., any security holder of WebMD Health 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 range set forth in this footnote (3) to this Form 4.
F4The option grant was fully vested six years prior to the expiration date of the grant indicated in the next column.