SEC Form 4 · accession 0000950138-15-000322
Express Scripts Holding Co. · ESRX
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Seymour Sternberg
Director
Period of report
May 6, 2015
Accepted (ET)
May 8, 2015 · 4:03 pm EDT
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 | May 6, 2015 | A | 1,189 | $0.00 | A | 4,397 | D | |
| Common StockF2 | holding | — | — | — | 3,928 | I | by GRAT I | |
| Common StockF2 | holding | — | — | — | 31,137 | I | By GRAT II | |
| Common Stock | holding | — | — | — | 2,758 | I | By Spouse |
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)F3 | $84.08 | May 6, 2015 | A | 5,604 | A | — | May 6, 2025 | Express Scripts Holding Company Common Stock | 5,604 | 5,604 | D |
Explanation of responses
- F1Grant of restricted stock units pursuant to Express Scripts 2011 Long-Term Incentive Plan. Awards vest in three equal installments on May 1, 2016, May 1, 2017, and May 1, 2018.
- F2On October 30, 2014, 16,998 shares and on December 16, 2014, 12,578 shares, all of which were previously reported as held in a grantor retained annuity trust (GRAT), and indirectly beneficially owned by Reporting Person, were transferred by the GRAT to, and were directly owned by, Reporting Person. On December 23, 2014, 31,137 shares directly owned by Reporting Person were transferred to a new GRAT.
- F3Grant of stock option pursuant to Express Scripts 2011 Long-Term Incentive Plan. Vests in three equal installments on May 1, 2016, May 1, 2017, and May 1, 2018.