SEC Form 4/A · accession 0001567619-19-002849
Cigna Group · CI
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
This is an amendment (Form 4/A). It replaces an earlier filing for the same period.
Reporting owner
Kathleen M Mazzarella
Director
Period of report
Dec 20, 2018
Accepted (ET)
Feb 8, 2019 · 5:55 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0001739940
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock, $0.01 Par ValueF1,F2 | Dec 21, 2018 | A | 201 | $0.00 | A | 201 | D |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Prior to the consummation of the mergers (collectively, the "Merger") contemplated by the Agreement and Plan of Merger, dated as of March 8, 2018, as amended by Amendment No. 1, dated as of June 27, 2018, by and among Cigna Corporation (now known as Cigna Holding Company) ("Cigna"), Express Scripts Holding Company ("Express Scripts"), Halfmoon Parent, Inc. (now known as Cigna Corporation), a direct wholly owned subsidiary of Cigna prior to the Merger ("New Cigna"), Halfmoon I, Inc., a direct wholly owned subsidiary of New Cigna prior to the Merger, and Halfmoon II, Inc., a direct wholly owned subsidiary of New Cigna prior to the Merger (the "Merger Agreement"), the reporting person held Express Scripts restricted stock units. Each restricted stock unit was converted into a right to receive a cash payment in accordance with the payment ratio set forth in the Merger Agreement.
- F2(continued from previous footnote) The Form 4 filed December 26, 2018 inadvertently included the conversion of those restricted stock units into shares of New Cigna Common Stock based on the merger consideration exchange ratio. This amendment is being filed to correct that administrative error.