SEC Form 4 · accession 0000950138-15-000157
Express Scripts Holding Co. · ESRX
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Glen D. Stettin
Officer — Sr. VP, Clin. Res. & New Sol.
Period of report
Feb 24, 2015
Accepted (ET)
Feb 26, 2015 · 4:03 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001532063
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Feb 24, 2015 | F | 3,028 | $87.62 | D | 16,829 | D | |
| Common Stock | Feb 24, 2015 | M | 21,739 | $47.61 | A | 38,568 | D | |
| Common StockF3 | Feb 24, 2015 | S | 4,200 | $86.684 | D | 34,368 | D | |
| Common StockF4 | Feb 24, 2015 | S | 11,039 | $87.545 | D | 23,329 | D | |
| Common StockF5 | Feb 24, 2015 | S | 6,500 | $88.352 | D | 16,829 | D | |
| Common Stock | Feb 25, 2015 | S | 5,864 | $87.31 | D | 10,965 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Non-Qualified Stock Option (Right-to-Buy)F7 | $47.61 | Feb 24, 2015 | M | 21,739 | D | — | — | Express Scripts Holding Company Common Stock | 21,739 | 0 | D |
Explanation of responses
- F1Represents shares tendered to Company to cover Reporting Person's tax liability due upon vesting of restricted stock units previously awarded under long-term incentive plans.
- F2The transactions reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan.
- F3The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $86.11 to $87.05, inclusive. The Reporting Person undertakes to provide to Express Scripts Holding Company, any security holder of Express Scripts Holding Company, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price.
- F4The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $87.14 to $88.11, inclusive. The Reporting Person undertakes to provide to Express Scripts Holding Company, any security holder of Express Scripts Holding Company, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price.
- F5The price reported is a weighted average price. These shares were sold in multiple transactions at prices ranging from $88.14 to $88.78, inclusive. The Reporting Person undertakes to provide to Express Scripts Holding Company, any security holder of Express Scripts Holding Company, or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price.
- F6The transactions reported on this Form 4 were effected pursuant to a Rule 10b5-1 trading plan.
- F7Grant of stock options pursuant to the Medco Health Solutions, Inc. Amended and Restated Stock Incentive Plan. Vested in three (3) equal installments on February 24, 2013, February 24, 2014, and February 24, 2015.