SEC Form 4 · accession 0000947871-16-001716
WebMD Health Corp. · WBMD
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Stanley S Trotman Jr.
Director
Period of report
Nov 22, 2016
Accepted (ET)
Nov 23, 2016 · 6:26 pm EST
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 | Nov 22, 2016 | M | 13,200 | $40.02 | A | 41,889 | D | |
| Common StockF1 | Nov 22, 2016 | F | 9,811 | $53.85 | D | 32,078 | D | |
| Common Stock | Nov 22, 2016 | M | 13,200 | $41.07 | A | 45,278 | D | |
| Common StockF2 | Nov 22, 2016 | F | 10,069 | $53.85 | D | 35,209 | D | |
| Common Stock | holding | — | — | — | 935 | I | By Trust |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Option (right to buy)F3 | $40.02 | Nov 22, 2016 | M | 13,200 | D | — | Jan 1, 2017 | Common Stock | 13,200 | 0 | D |
| Stock Option (right to buy)F4 | $41.07 | Nov 22, 2016 | M | 13,200 | D | — | Jan 1, 2018 | Common Stock | 13,200 | 0 | D |
Explanation of responses
- F1Mr. Trotman received 3,389 shares of WebMD Common Stock upon net share settlement of his exercise of options to purchase 13,200 shares of WebMD Common Stock, with the remaining 9,811 shares being retained by the issuer to pay the exercise price.
- F2Mr. Trotman received 3,131 shares of WebMD Common Stock upon net share settlement of his exercise of options to purchase 13,200 shares of WebMD Common Stock, with the remaining 10,069 shares being retained by the issuer to pay the exercise price.
- F325% of the shares underlying the option vested on each of the first, second, third and fourth anniversary of the date of grant (fully vested on the 4th anniversary of the grant date). The date of grant was ten years prior to the expiration date.
- F425% of the shares underlying the option vested on each of the first, second, third and fourth anniversary of the date of grant (fully vested on the 4th anniversary of the grant date). The date of grant was ten years prior to the expiration date.