SEC Form 4 · accession 0001619954-17-000023
Inovalon Holdings, Inc. · INOV
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Joseph R Rostock
Officer — Fmr. Chief Technology Officer
Period of report
May 5, 2017
Accepted (ET)
May 9, 2017 · 3:00 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001619954
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class A Common Stock | May 5, 2017 | C | 149,519 | $0.00 | A | 171,824 | D | |
| Class A Common StockF1 | May 5, 2017 | S | 103,205 | $13.0629 | D | 68,619 | D | |
| Class A Common Stock | May 8, 2017 | C | 6,364 | $0.00 | A | 74,983 | D | |
| Class A Common Stock | May 8, 2017 | S | 1,444 | $13.908 | D | 73,539 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Employee Stock Option (right to buy)F3 | $6.678 | May 5, 2017 | X | 139,341 | D | Jun 30, 2014 | Jun 29, 2023 | Class B Common Stock | 139,341 | 92,894 | D |
| Class B Common StockF3,F2 | — | May 5, 2017 | C | 139,341 | A | — | — | Class A Common Stock | 139,341 | 139,341 | D |
| Class B Common StockF3,F2 | — | May 5, 2017 | C | 139,341 | D | — | — | Class A Common Stock | 139,341 | 0 | D |
| Employee Stock Option (right to buy)F3 | $7.502 | May 5, 2017 | X | 10,178 | D | May 14, 2015 | May 13, 2024 | Class B Common Stock | 10,178 | 31,177 | D |
| Class B Common StockF3,F2 | — | May 5, 2017 | C | 10,178 | A | — | — | Class A Common Stock | 10,178 | 10,178 | D |
| Class B Common StockF3,F2 | — | May 5, 2017 | C | 10,178 | D | — | — | Class A Common Stock | 10,178 | 0 | D |
| Employee Stock OptionF3 | $7.502 | May 8, 2017 | X | 6,364 | D | May 14, 2015 | May 13, 2024 | Class B Common Stock | 6,364 | 24,813 | D |
| Class B Common StockF3,F2 | — | May 8, 2017 | C | 6,364 | A | — | — | Class A Common Stock | 6,364 | 6,364 | D |
| Class B Common StockF3,F2 | — | May 8, 2017 | C | 6,364 | D | — | — | Class A Common Stock | 6,364 | 0 | D |
Explanation of responses
- F1The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $13.00 to $13.25, inclusive. The reporting person undertakes to provide to Inovalon Holdings, Inc., any security holder of Inovalon Holdings, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in footnote 1 to this Form 4.
- F2The Class B Common Stock is convertible into the issuer's Class A Common Stock on a 1-for-1 basis (a) at the holder's option or (b) upon certain transfers of such shares, and has no expiration date.
- F3Class B Common Stock has a price of $0.00.