SEC Form 4 · accession 0000899243-15-006475
USMD Holdings, Inc. · USMD
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Russell A. Dickey
Director
Period of report
Jan 31, 2015
Accepted (ET)
Oct 8, 2015 · 5:53 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001507881
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock ($.01 par)F1 | Jan 31, 2015 | A | 288 | $15.04 | A | 18,169 | D | |
| Common Stock ($.01 par)F1 | Feb 28, 2015 | A | 303 | $13.74 | A | 18,472 | D | |
| Common Stock ($.01 par)F1 | Mar 31, 2015 | A | 355 | $10.44 | A | 18,827 | D | |
| Common Stock ($.01 par)F1 | Jun 30, 2015 | A | 1,486 | $8.48 | A | 20,313 | D | |
| Common Stock ($.01 par)F1 | Sep 30, 2015 | A | 1,673 | $7.20 | A | 21,986 | D | |
| Common Stock ($.01 par)F2 | Oct 6, 2015 | A | 5,618 | $9.06 | A | 27,604 | D | |
| Common Stock ($.01 par)F3 | Oct 7, 2015 | A | 37 | $1.00 | A | 33,879 | I | Indirectly held through UANT Ventures, L.P. |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Right to purchaseF4 | $23.37 | holding | — | — | — | Sep 1, 2014 | — | 5% Convertible Subordinated Notes Due 2019 | 34,498 | 34,498 | I |
Explanation of responses
- F1Represents stock compensation granted to reporting person under the 2010 USMD Holdings, Inc. Equity Compensation Plan for his services as a director for the period from January 2015 through September 2015.
- F2Represents stock compensation granted to reporting person under the 2010 USMD Holdings, Inc. Equity Compensation Plan for his services as a physician employed by an affiliate of the issuer.
- F3Dr. Dickey purchased additional partnership interests in UANT Ventures, L.P., which resulted in an increase in his indirect beneficial ownership of the shares of the issuer's common stock held by UANT Ventures, L.P.
- F4The noteholder has the right at any time prior to the payment in full of the note, to convert all or any portion of the unpaid principal balance of the note into shares of the issuer's common stock. This conversion right expires on March 1, 2019, the maturity date of the note, or upon the earlier payment in full of the principal balance of the note.