SEC Form 4 · accession 0001678531-16-000076
Envision Healthcare Corp · EVHC
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
James A Deal
Director
Period of report
Dec 1, 2016
Accepted (ET)
Dec 2, 2016 · 5:01 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001678531
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1,F2,F3 | Dec 1, 2016 | A | 33,658 | — | A | 33,658 | D | |
| Common StockF1,F2,F3 | Dec 1, 2016 | A | 100 | — | A | 100 | I | By spouse |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Acquisition pursuant to the terms of the Agreement and Plan of Merger, dated as of June 15, 2016, by and among Envision Healthcare Holdings, Inc., Envision Healthcare Corporation (formerly known as New Amethyst Corp.) (the "Company") and AmSurg Corp. (the "Merger Agreement"), exempt under Rule 16b-3.
- F2Pursuant to the terms of the Merger Agreement, at the Merger 1 Effective Time (as defined in the Merger Agreement), each share of AmSurg Corp. common stock held by the reporting person immediately prior to the Merger 1 Effective Time was assumed by the Company and converted into one share of the Company's common stock having the same terms and conditions, taking into account any changes thereto by reason of the Mergers (as defined in the Merger Agreement).
- F3Pursuant to the Merger Agreement, equity-based awards granted pursuant to AmSurg Corp. plans that were outstanding immediately prior to the effective time of the Mergers were converted into corresponding awards in respect of the Company's common stock at the effective time of the Mergers, subject to the same terms and conditions (including applicable vesting requirements) as were applicable to such awards prior to the consummation of the Mergers; provided, that AmSurg Corp.'s outstanding performance awards issued pursuant to the Performance Share Unit Award Agreement (the "Agreement") under its 2014 Equity and Incentive Plan (the "Plan") that were eligible to vest settled into shares of restricted stock at the Target Award (as defined in the Agreement) upon consummation of the Mergers, as the Mergers constituted a Change of Control (as defined in the Plan).