SEC Form 4 · accession 0001247524-15-000188
Surgical Care Affiliates, Inc. · SCAI
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Joseph T Clark
Officer — Chief Development Officer
Period of report
Jun 4, 2015
Accepted (ET)
Jun 8, 2015 · 4:19 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 |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2 | Jun 4, 2015 | A | 16,949 | $0.00 | A | 85,814 | D |
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 StockF7,F8 | $38.35 | Jun 4, 2015 | A | 22,692 | A | — | Jun 4, 2025 | Common Stock | 22,692 | 22,692 | D |
| Options to Purchase Common StockF3 | $13.94 | holding | — | — | — | — | Mar 6, 2022 | Common Stock | 6,098 | 6,098 | D |
| Options to Purchase Common StockF4 | $11.48 | holding | — | — | — | — | Mar 6, 2022 | Common Stock | 18,292 | 18,292 | D |
| Options to Purchase Common StockF5 | $12.41 | holding | — | — | — | — | May 6, 2023 | Common Stock | 53,658 | 53,658 | D |
| Options to Purchase Common StockF6 | $29.02 | holding | — | — | — | — | Sep 17, 2024 | Common Stock | 30,152 | 30,152 | D |
Explanation of responses
- F1Grant of Restricted Stock Units 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.
- F2Includes 39,347 shares of Common Stock underlying Restricted Stock Units ("RSUs") of the issuer. All of the RSUs are subject to time-based vesting and vest in equal annual installments over a period of four years from their respective grant dates and are settled on each applicable vesting date.
- F3All of the options are time-based options and, as of March 6, 2013, became fully vested.
- F4All of the options are time-based options which are scheduled to vest in equal installments on March 6, 2014, March 6, 2015 and March 6, 2016.
- F5All 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.
- F6All 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.
- F7Grant 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.
- F8All 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.