SEC Form 4 · accession 0001140361-15-010783
OMNICARE INC · OCR
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
James G Carlson
Director
Period of report
Mar 5, 2015
Accepted (ET)
Mar 6, 2015 · 5:25 pm EST
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000353230
Table I — non-derivative securities
No Table I lines on this filing.
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| 3.25% Convertible Senior Debentures due 2035F2,F1 | $77.00 | Mar 5, 2015 | S | 25,000 | D | — | Dec 15, 2035 | Common Stock | — | 0 | D |
Explanation of responses
- F1Convertible (a) during a fiscal quarter if the closing price of the company's common stock exceeds 130% of the then current conversion price for at least 20 trading days in the 30 trading day period ending on the last trading day of the preceding quarter, (b) during a five trading day period following any five consecutive trading day period in which the average trading price of the debentures was less than 98% of the average closing sale price of the company's common stock multiplied by the then current conversion rate, (c) on or after December 15, 2033 and (d) upon certain other events as set forth in the related indenture.
- F2The reporting person sold $25,000 principal amount of debentures, which are convertible, if and when applicable, into cash and shares of the company's common stock based on a conversion rate of 12.9869 shares of common stock per $1,000 principal amount of debentures (or $77.00 per share of common stock), subject to adjustment upon certain events as set forth in the related indenture.