SEC Form 4 · accession 0001140361-18-018962

NRC HEALTH · NRC

Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗

Reporting owner

Officer — SVP Finance, CFO, Treas & Secy · Director

Period of report

Apr 17, 2018

Accepted (ET)

Apr 18, 2018 · 5:48 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
Class B Common Stock^F1	Apr 17, 2018	D	2,355	—	D	0	D
Common Stock^F1	Apr 17, 2018	A	2,355	—	A	16,160	D
Common Stock^F1,F2	Apr 17, 2018	A	7,392	—	A	23,552	D
Common Stock^F1	Apr 17, 2018	F	3,436	$33.55	D	20,116	D

Security	Conv. / exercise price	Date	Code	Shares	A/D	Exercisable	Expires	Underlying	Underlying shares	Owned after	D/I
Employee Stock Option (right to buy)^F2	$21.50	Apr 17, 2018	D	4,400	D	—	Jan 5, 2022	Class B Common Stock	4,400	0	D
Employee Stock Option (right to buy)^F2	$27.13	Apr 17, 2018	D	3,348	D	—	Jan 7, 2023	Class B Common Stock	3,348	0	D
Employee Stock Option (right to buy)^F2	$34.15	Apr 17, 2018	D	489	D	—	Jan 7, 2024	Class B Common Stock	489	0	D
Employee Stock Option (right to buy)^F2	$35.48	Apr 17, 2018	D	3,219	D	—	Jan 6, 2025	Class B Common Stock	3,219	0	D
Employee Stock Option (right to buy)^F2	$34.00	Apr 17, 2018	D	3,410	D	—	Jan 5, 2026	Class B Common Stock	3,410	0	D
Employee Stock Option (right to buy)^F2	$40.54	Apr 17, 2018	D	2,788	D	—	Jan 4, 2027	Class B Common Stock	2,788	0	D
Employee Stock Option (right to buy)^F3	$10.75	holding	—	—	—	—	Jan 5, 2022	Common Stock	26,403	26,403	D
Employee Stock Option (right to buy)^F4	$14.50	holding	—	—	—	—	Jan 7, 2023	Common Stock	20,088	20,088	D
Employee Stock Option (right to buy)^F5	$18.80	holding	—	—	—	—	Jan 7, 2024	Common Stock	5,334	5,334	D
Employee Stock Option (right to buy)^F6	$13.17	holding	—	—	—	—	Jan 6, 2025	Common Stock	19,313	19,313	D
Employee Stock Option (right to buy)^F7	$15.23	holding	—	—	—	—	Jan 5, 2026	Common Stock	20,458	20,458	D
Employee Stock Option (right to buy)^F8	$18.80	holding	—	—	—	—	Jan 4, 2027	Common Stock	16,728	16,728	D
Employee Stock Option (right to buy)^F9	$36.80	holding	—	—	—	—	Jan 3, 2028	Common Stock	11,617	11,617	D

F1On April 17, 2018, the Issuer completed a recapitalization whereby the Issuer exchanged one share of its then-existing class A common stock, plus $19.59 in cash, without interest, for each share of its then-existing class B common stock and, following such exchange, each share of class A common stock was reclassified as a share of Common Stock (the "Recapitalization").
F2Pursuant to the Recapitalization, all outstanding options to purchase class B common stock were vested in full and cancelled. In exchange for the option, the reporting person received one share of common stock, plus $19.59 in cash, for each class B option, less the exercise price per share of the option and any applicable tax withholding.
F3This option became fully exercisable on January 5, 2017.
F4This option became fully exercisable on January 7, 2018.
F5This option becomes fully exercisable on January 7, 2019.
F6This option becomes fully exercisable on January 6, 2020.
F7This option becomes fully exercisable on January 5, 2021.
F8This option becomes fully exercisable on January 4, 2022.
F9This option becomes fully exercisable on January 3, 2023.