SEC Form 4 · accession 0001179110-18-009813
Cotiviti Holdings, Inc. · COTV
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
David Beaulieu
Officer — SVP and COO
Period of report
Jul 16, 2018
Accepted (ET)
Jul 18, 2018 · 4:11 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 $0.001F1 | Jul 16, 2018 | M | 5,000 | $11.33 | A | 44,814 | D | |
| Common Stock, par value $0.001F3,F1 | Jul 16, 2018 | S | 5,000 | $44.41 | D | 39,814 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Options (right to buy)F4 | $11.33 | Jul 16, 2018 | M | 5,000 | D | — | Sep 26, 2024 | Common Stock, par value $0.001 | 5,000 | 104,960 | D |
Explanation of responses
- F1Includes 125 shares acquired pursuant to the Issuer's Employee Stock Purchase Plan on June 29, 2018.
- F2The sales reported in this Form 4 were effected pursuant to a 10b5-1 trading plan adopted by the Reporting Person on August 25, 2017.
- F3The price reported is a weighted average price. The shares were sold in multiple transactions at prices ranging from $44.28 to $44.46, inclusive. The Reporting Person undertakes to provide upon request to Cotiviti Holdings, Inc., any security holder of Cotiviti Holdings, Inc. or to the staff of the Securities and Exchange Commission, full information regarding the number of shares sold at each separate price within the range set forth in this footnote (3).
- F4These options ("Performance Awards") vest based on upon the weighted average price of the Issuer's common stock for any fiscal quarter exceeding a value that shall be calculated by the Issuer at the end of each such fiscal quarter in accordance with Stock Option Award Agreement pursuant to which such Performance Awards were granted, subject to the Reporting Person's continued service through each applicable vesting date. All of these Performance Awards had vested as of September 30, 2016.