SEC Form 4 · accession 0001179110-17-004573
Cotiviti Holdings, Inc. · COTV
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Elizabeth Connolly Alexander
Director
Period of report
Mar 13, 2017
Accepted (ET)
Mar 14, 2017 · 5:31 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001657197
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock, par value $0.001 per shareF1,F2 | Mar 13, 2017 | S | 352,622 | $36.00 | D | 1,609,494 | D | |
| Common Stock, par value $0.001 per shareF1,F2,F3 | Mar 13, 2017 | S | 88,156 | $36.00 | D | 402,363 | I | By family trust for son |
| Common Stock, par value $0.001 per shareF1,F2,F4 | Mar 13, 2017 | S | 88,156 | $36.00 | D | 402,373 | I | By family trust for daughter |
| Common Stock, par value $0.001 per shareF1,F2,F5 | Mar 13, 2017 | S | 88,156 | $36.00 | D | 402,373 | I | By family trust for daughter |
| Common Stock, par value $0.001 per shareF6 | holding | — | — | — | 1,048,096 | I | By limited liability company |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1The shares were sold in a registered underwritten secondary offering pursuant to an underwriting agreement entered into on March 7, 2017.
- F2Represents public offering price of $36.00 per share.
- F3Held directly by a family irrevocable trust of which a son of the Reporting Person is the beneficiary, and of which the trustees are an institution and the Reporting Person's spouse. The Reporting Person disclaims beneficial ownership of these securities, and the filing of this report is not an admission that the Reporting Person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose.
- F4Held directly by a family irrevocable trust of which a daughter of the Reporting Person is the beneficiary, and of which the trustees are an institution and the Reporting Person's spouse. The Reporting Person disclaims beneficial ownership of these securities, and the filing of this report is not an admission that the Reporting Person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose.
- F5Held directly by a family irrevocable trust of which a daughter of the Reporting Person is the beneficiary, and of which the trustees are an institution and the Reporting Person's spouse. The Reporting Person disclaims beneficial ownership of these securities, and the filing of this report is not an admission that the Reporting Person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose.
- F6These shares are held by Milton Harbor View, LLC, of which the Reporting Person and her spouse are the sole managers and of which she is a member. The Reporting Person disclaims beneficial ownership of the reported securities except to the extent of her pecuniary interest therein.