SEC Form 4 · accession 0000721371-16-000273
CARDINAL HEALTH INC · CAH
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
George S Barrett
Officer — Chairman and CEO · Director
Period of report
Aug 8, 2016
Accepted (ET)
Aug 10, 2016 · 5:24 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000721371
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Shares | Aug 8, 2016 | M | 20,428 | $30.94 | A | 510,762 | D | |
| Common SharesF1 | Aug 8, 2016 | S | 20,428 | $83.75 | D | 490,334 | D | |
| Common Shares | Aug 9, 2016 | M | 129,818 | $30.94 | A | 620,152 | D | |
| Common SharesF2 | Aug 9, 2016 | S | 129,818 | $83.76 | D | 490,334 | D | |
| Common Shares | Aug 10, 2016 | M | 99,754 | $30.94 | A | 590,088 | D | |
| Common SharesF3 | Aug 10, 2016 | S | 99,754 | $83.44 | D | 490,334 | D |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Common SharesF5,F4 | $30.94 | Aug 8, 2016 | M | 20,428 | D | — | Aug 16, 2017 | Common Shares | 20,428 | 665,561 | D |
| Common SharesF5,F4 | $30.94 | Aug 9, 2016 | M | 129,818 | D | — | Aug 16, 2017 | Common Shares | 129,818 | 535,743 | D |
| Common SharesF5,F4 | $30.94 | Aug 10, 2016 | M | 99,754 | D | — | Aug 16, 2017 | Common Shares | 99,754 | 435,989 | D |
Explanation of responses
- F1The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $83.72 to $83.80, inclusive. The reporting person undertakes to provide to Cardinal Health, Inc., any security holder of Cardinal Health, Inc., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the ranges set forth in footnotes 1, 2 and 3 to this Form 4.
- F2The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $83.59 to $84.00, inclusive.
- F3The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $83.24 to $83.80, inclusive.
- F4The option, representing a right to purchase a total of 685,989 shares, vested and became exercisable in three equal annual installments beginning on August 16, 2011.
- F5This stock option expires on August 16, 2017. On August 8, 2016, the reporting person adopted a Rule 10b5-1 trading plan to sell the remaining 435,989 shares subject to this option in the open market at prevailing market prices between November 2016 and February 2017, subject to minimum price thresholds specified in the plan. These transactions will be disclosed publicly in Form 144 and Form 4 Filings with the SEC. The goal of the transactions reported in this Form 4 and the subsequent transactions under the Rule 10b5-1 plan is to fully exercise the stock option in several transactions over a period of approximately six months.