SEC Form 4 · accession 0001209191-18-052613
Quorum Health Corp · QHC
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Alfred Lumsdaine
Officer — EVP & Chief Financial Officer
Period of report
Sep 27, 2018
Accepted (ET)
Sep 28, 2018 · 5:42 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001650445
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common stock, par value $0.0001 per shareF1 | Sep 27, 2018 | J | 100,000 | $0.00 | D | 0 | D | |
| Common stock, par value $0.0001 per shareF2,F1 | Sep 27, 2018 | A | 100,000 | $0.00 | A | 100,000 | D |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1On September 27, 2018, Quorum Health Corporation (the "Issuer") and the reporting person entered into an Acknowledgement of Award Cancellation cancelling the March 9, 2018 award of 100,000 shares of the Issuer's restricted common stock because it was issued in excess of the limitations under the Issuer's 2016 Stock Award Plan. Thereafter, the Issuer re-granted to the reporting person 100,000 shares of restricted common stock as an inducement award outside the Issuer's 2016 Stock Award Plan in reliance on the employment inducement exemption to shareholder approval provided under the New York Stock Exchange's Listed Company Manual Rule 303A.08.
- F250% of the award is time-vested restricted stock and vests in three equal installments beginning on the first anniversary of March 9, 2018, and 50% of the award is performance-based restricted common stock and vests, if at all, over a two-year performance period based on the achievement of target cumulative same store net revenue and target cumulative adjusted EBITDA, each weighted 50%.