SEC Form 4 · accession 0001209191-16-152782
Envision Healthcare Holdings, Inc. · EVHC
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Randel G Owen
Officer — EVP, COO and CFO
Period of report
Dec 1, 2016
Accepted (ET)
Dec 1, 2016 · 6:57 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001578318
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF2 | Dec 1, 2016 | D | 367,683 | — | D | 0 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Option (Right to buy)F3,F4 | $21.99 | Dec 1, 2016 | D | 100,238 | D | — | Feb 24, 2026 | Common Stock | 100,238 | 0 | D |
| Option (Right to buy)F3 | $3.69 | Dec 1, 2016 | D | 1,203,352 | D | — | May 22, 2021 | Common Stock | 1,203,352 | 0 | D |
Explanation of responses
- F1Disposition pursuant to the terms of the Agreement and Plan of Merger, dated as of June 15, 2016, by and among Envision Healthcare Holdings, Inc., New Amethyst Corp. and AmSurg Corp. (the "Merger Agreement"), exempt under Rule 16b-3.
- F2Pursuant to the terms of the Merger Agreement, at the Merger 2 Effective Time, each share of common stock held by the reporting person immediately prior to the Merger 2 Effective Time (as defined in the Merger Agreement) was assumed by New Amethyst and converted into a New Amethyst share of common stock having the same terms and conditions, taking into account any changes thereto by reason of the Mergers (as defined in the Merger Agreement).
- F3Pursuant to the terms of the Merger Agreement, at the Merger 2 Effective Time, each stock option held by the reporting person immediately prior to the Merger 2 Effective Time (as defined in the Merger Agreement) was assumed by New Amethyst and converted into a New Amethyst stock option having the same terms and conditions, taking into account any changes thereto by reason of the Mergers (as defined in the Merger Agreement).
- F4These stock options are scheduled to vest in three installments on each of the first three anniversaries of February 24, 2016, subject to the Reporting Person's continued employment