SEC Form 4 · accession 0001140361-15-013894
NRC HEALTH · NRC
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Michael D. Hays
Officer — CEO · Director · 10% Owner
Period of report
Mar 30, 2015
Accepted (ET)
Apr 1, 2015 · 4:50 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000070487
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Class B Common Stock | Mar 30, 2015 | S | 857 | $32.50 | D | 1,838,931 | D | |
| Class A Common StockF1 | holding | — | — | — | 5,708,377 | D | ||
| Class A Common StockF2 | holding | — | — | — | 283,485 | I | By Spouse | |
| Class A Common StockF3 | holding | — | — | — | 75 | I | By Spouse & Daughter Jt | |
| Class B Common Stock | holding | — | — | — | 125,125 | I | By Spouse | |
| Class B Common StockF3 | holding | — | — | — | 12 | I | By Spouse & Daughter Jt |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Employee Stock Option (right to buy)F4 | $5.12 | holding | — | — | — | — | Jan 5, 2016 | Class A Common Stock | 33,234 | 33,234 | D |
| Employee Stock Option (right to buy)F5 | $6.62 | holding | — | — | — | — | Jan 5, 2017 | Class A Common Stock | 25,068 | 25,068 | D |
| Employee Stock Option (right to buy)F6 | $7.59 | holding | — | — | — | — | Jan 4, 2018 | Class A Common Stock | 21,633 | 21,633 | D |
| Employee Stock Option (right to buy)F7 | $8.12 | holding | — | — | — | — | Jan 5, 2019 | Class A Common Stock | 20,109 | 20,109 | D |
| Employee Stock Option (right to buy)F8 | $6.29 | holding | — | — | — | — | Jan 5, 2020 | Class A Common Stock | 26,481 | 26,481 | D |
| Employee Stock Option (right to buy)F9 | $9.14 | holding | — | — | — | — | Jan 5, 2021 | Class A Common Stock | 17,745 | 17,745 | D |
| Employee Stock Option (right to buy)F10 | $10.75 | holding | — | — | — | — | Jan 5, 2022 | Class A Common Stock | 14,949 | 14,949 | D |
| Employee Stock Option (right to buy)F11 | $14.50 | holding | — | — | — | — | Jan 7, 2023 | Class A Common Stock | 10,938 | 10,938 | D |
| Employee Stock Option (right to buy)F12 | $18.80 | holding | — | — | — | — | Jan 7, 2024 | Class A Common Stock | 2,904 | 2,904 | D |
| Employee Stock Option (right to buy)F13 | $13.17 | holding | — | — | — | — | Jan 6, 2025 | Class A Common Stock | 10,014 | 10,014 | D |
| Employee Stock Option (right to buy)F4 | $13.06 | holding | — | — | — | — | Jan 5, 2016 | Class B Common Stock | 5,539 | 5,539 | D |
| Employee Stock Option (right to buy)F5 | $15.31 | holding | — | — | — | — | Jan 5, 2017 | Class B Common Stock | 4,178 | 4,178 | D |
| Employee Stock Option (right to buy)F6 | $16.76 | holding | — | — | — | — | Jan 4, 2018 | Class B Common Stock | 3,605 | 3,605 | D |
| Employee Stock Option (right to buy)F7 | $17.57 | holding | — | — | — | — | Jan 5, 2019 | Class B Common Stock | 3,351 | 3,351 | D |
| Employee Stock Option (right to buy)F8 | $14.82 | holding | — | — | — | — | Jan 5, 2020 | Class B Common Stock | 4,413 | 4,413 | D |
| Employee Stock Option (right to buy)F9 | $19.09 | holding | — | — | — | — | Jan 5, 2021 | Class B Common Stock | 2,957 | 2,957 | D |
| Employee Stock Option (right to buy)F10 | $21.50 | holding | — | — | — | — | Jan 5, 2022 | Class B Common Stock | 2,491 | 2,491 | D |
| Employee Stock Option (right to buy)F11 | $27.13 | holding | — | — | — | — | Jan 7, 2023 | Class B Common Stock | 1,823 | 1,823 | D |
| Employee Stock Option (right to buy)F12 | $34.15 | holding | — | — | — | — | Jan 7, 2024 | Class B Common Stock | 266 | 266 | D |
| Employee Stock Option (right to buy)F13 | $35.48 | holding | — | — | — | — | Jan 6, 2025 | Class B Common Stock | 1,669 | 1,669 | D |
Explanation of responses
- F1Does not include 467,265 shares of class A common stock currently held in certain GRAT agreements, all or a portion of which will be returned to Mr. Hays over the next two years.
- F10This option becomes fully exercisable on January 5, 2017.
- F11This option becomes fully exercisable on January 7, 2018.
- F12This option becomes fully exercisable on January 7, 2019.
- F13This option becomes fully exercisable on January 6, 2020.
- F2Does not include 467,265 shares of class A common stock currently held in certain GRAT agreements, all or a portion of which will be returned to Mr. Hays' spouse over the next two years.
- F3The reporting person disclaims beneficial ownership of these shares.
- F4This option became fully exercisable on January 5, 2011.
- F5This option became fully exercisable on January 5, 2012.
- F6This option became fully exercisable on January 4, 2013.
- F7This option became fully exercisable on January 5, 2014.
- F8This option became fully exercisable on January 5, 2015.
- F9This option becomes fully exercisable on January 5, 2016.