SEC Form 4 · accession 0001410471-15-000115
IPC Healthcare, Inc. · IPCM
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Chuck Timpe
Director
Period of report
Nov 23, 2015
Accepted (ET)
Nov 25, 2015 · 9:49 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001410471
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | Nov 23, 2015 | U | 16,664 | $80.25 | D | 0 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF1 | — | Nov 23, 2015 | D | 1,102 | D | — | — | Common Stock | 1,102 | 0 | D |
| Restricted Stock UnitsF1 | — | Nov 23, 2015 | D | 940 | D | — | — | Common Stock | 940 | 0 | D |
| Restricted Stock UnitsF2 | — | Nov 23, 2015 | D | 2,186 | D | — | — | Common Stock | 2,186 | 0 | D |
| Stock Option (Right to Buy)F3 | $40.99 | Nov 23, 2015 | D | 6,000 | D | — | Jan 3, 2021 | Common Stock | 6,000 | 0 | D |
| Stock Option (Right to Buy)F3 | $45.94 | Nov 23, 2015 | D | 4,500 | D | — | Jan 3, 2022 | Common Stock | 4,500 | 0 | D |
| Stock Option (Right-to-Buy)F3 | $40.84 | Nov 23, 2015 | D | 3,250 | D | — | Jan 2, 2020 | Common Stock | 3,250 | 0 | D |
| Stock Option (Right-to-Buy)F3 | $58.50 | Nov 23, 2015 | D | 2,650 | D | — | Jan 2, 2021 | Common Stock | 2,650 | 0 | D |
Explanation of responses
- F1These Restricted Stock Units ("RSUs") were fully vested and cancelled pursuant to the Agreement and Plan of Merger, dated as of August 4, 2015, among the issuer Team Health Holdings, Inc., and IPC Healthcare, Inc. (the "Merger Agreement"), in exchange for a cash amount equal to the per share merger consideration of $80.25 (the Merger Consideration") multiplied by number of shares of the issuers common stock ("Shares") subject to such RSUs.
- F2These RSUs, which were scheduled to vest on or prior to January 2, 2016, were fully vested and cancelled pursuant to Merger Agreement, in exchange for a cash amount equal to the Merger Consideration multiplied by number of Shares subject to such RSUs.
- F3These Options were fully vested and cancelled pursuant to Merger Agreement, in exchange for a cash amount equal to the product of (A) the number of Shares subject to such option and (B) the excess, if any, of the Merger Consideration over the exercise price per Share subject to such option.