SEC Form 4 · accession 0001179110-18-007605
Cotiviti Holdings, Inc. · COTV
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Elizabeth Connolly Alexander
Director
Period of report
May 24, 2018
Accepted (ET)
May 29, 2018 · 4:08 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 | May 24, 2018 | M | 4,189 | — | A | 1,618,602 | D | |
| Common Stock, par value $0.001 per shareF2 | holding | — | — | — | 305,747 | I | By limited liability company | |
| Common Stock, par value $0.001 per shareF3 | holding | — | — | — | 402,363 | I | By family trust for son | |
| Common Stock, par value $0.001 per shareF4 | holding | — | — | — | 402,373 | I | By family trust for daughter | |
| Common Stock, par value $0.001 per shareF5 | holding | — | — | — | 402,373 | I | By family trust for daughter |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Restricted Stock UnitsF1,F6 | — | May 24, 2018 | M | 4,189 | A | — | — | Common Stock, par value $0.001 per share | 4,189 | 0 | D |
Explanation of responses
- F1Restricted Stock Units convert into Common Stock on a one-for-one basis.
- F2These 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.
- 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.
- F6On June 1, 2017, the Reporting Person was granted 4,189 Restricted Stock Units all of which vested on May 24, 2018, the date of Cotiviti Holdings, Inc.'s first annual meeting following the date of grant.