SEC Form 4 · accession 0001247524-15-000186

Surgical Care Affiliates, Inc. · SCAI

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

Reporting owner

Andrew P Hayek

Officer — Chief Executive Officer · Director

Period of report

Jun 4, 2015

Accepted (ET)

Jun 8, 2015 · 4:17 pm EDT

Rule 10b5-1 plan

unknown — predates the checkbox

Issuer CIK

0001411574

Table I — non-derivative securities

Security	Date	Code	Shares	Price	A/D	Owned after	D/I	Nature of ownership
Restricted Stock Units^F1	Jun 4, 2015	A	76,271	$0.00	A	76,271	D
Common Stock^F2,F3	holding	—	—		—	218,092	I	See Explanation of Responses

Table II — derivative securities

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Options to Purchase Common Stock^F9,F3,F10	$38.35	Jun 4, 2015	A	102,113	A	—	Jun 4, 2025	Common Stock	102,113	102,113	I
Options to Purchase Common Stock^F3,F4	$10.25	holding	—	—	—	—	Apr 21, 2018	Common Stock	290,975	290,975	I
Options to Purchase Common Stock^F3,F5	$11.18	holding	—	—	—	—	Mar 24, 2020	Common Stock	175,610	175,610	I
Options to Purchase Common Stock^F3,F6	$8.72	holding	—	—	—	—	Mar 24, 2020	Common Stock	43,902	43,902	I
Options to Purchase Common Stock^F3,F7	$12.41	holding	—	—	—	—	May 6, 2023	Common Stock	182,926	182,926	I
Options to Purchase Common Stock^F3,F8	$29.02	holding	—	—	—	—	Sep 17, 2024	Common Stock	135,682	135,682	I

Explanation of responses

F1Grant of Restricted Stock Units, vesting ratably in equal annual installments over a period of four years from June 4, 2015, made to executive officers of the issuer pursuant to the Surgical Care Affiliates, Inc. 2013 Omnibus Long-Term Incentive Plan (as amended, the "Plan"), which is exempt under Rule 16b-3(d) of the Securities Exchange Act of 1934, as amended.
F10All of the options are time-based options which are scheduled to vest in equal installments on June 4, 2016, June 4, 2017, June 4, 2018 and June 4, 2019.
F2Includes 169,084 shares of Common Stock underlying Restricted Stock Units ("RSUs") of the issuer. All of the RSUs are subject to time-based vesting. As of June 4, 2015, 68,292 of the RSUs were vested and are settled on the earlier of the individual's termination of employment (as defined in the Plan) or a change in control and the remaining 100,792 RSUs vest in equal installments on September 17, 2015, September 17, 2016, September 17, 2017 and September 17, 2018 and are settled on each applicable vesting date.
F3Mr. Hayek is the sole trustee of the Andrew Hayek 2008 Living Trust, which directly owns all of the Common Stock, RSUs (except for the RSUs granted to the reporting person on June 4, 2015 as reported herein) and options to purchase Common Stock reported herein.
F4180,487 of the options are performance-based options and, as of September 16, 2013, became fully vested. The remaining 110,488 options are time-based options and, as of July 24, 2013, became fully vested.
F5109,756 of the options are performance-based options and, as of September 16, 2013, became fully vested. The remaining 65,854 options are time-based options which vested in equal installments on March 24, 2011, March 24, 2012 and March 24, 2013.
F6All of the options are time-based options which are scheduled to vest in equal installments on March 24, 2014 and March 24, 2015.
F7All of the options are time-based options which are scheduled to vest in equal installments on May 6, 2014, May 6, 2015, May 6, 2016 and May 6, 2017.
F8All of the options are time-based options which are scheduled to vest in equal installments on September 17, 2015, September 17, 2016, September 17, 2017 and September 17, 2018.
F9Grant of options made to executive officers of the issuer pursuant to the Surgical Care Affiliates, Inc. 2013 Omnibus Long-Term Incentive Plan, which is exempt under Rule 16b-3(d) of the Securities Exchange Act of 1934, as amended.