SEC Form 4 · accession 0000899243-17-012696
AMEDISYS INC · AMED
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Lawrence R Pernosky
Officer — Chief Human Resources Officer
Period of report
May 8, 2017
Accepted (ET)
May 10, 2017 · 9:46 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000896262
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common Stock | May 8, 2017 | M | 8,876 | $27.35 | A | 30,093 | D | |
| Common StockF1 | May 8, 2017 | S | 12,281 | $58.65 | D | 17,812 | D | |
| Common Stock | May 9, 2017 | M | 11,500 | $27.35 | A | 29,312 | D | |
| Common StockF2 | May 9, 2017 | S | 10,900 | $58.75 | D | 18,412 | D | |
| Common StockF3 | May 9, 2017 | S | 600 | $59.25 | D | 17,812 | D | |
| Common Stock | May 10, 2017 | M | 2,124 | $27.35 | A | 19,936 | D | |
| Common Stock | May 10, 2017 | M | 5,626 | $27.35 | A | 25,562 | D | |
| Common Stock | May 10, 2017 | M | 3,750 | $27.35 | A | 29,312 | D | |
| Common StockF4 | May 10, 2017 | S | 11,300 | $58.99 | D | 18,012 | D | |
| Common StockF5 | May 10, 2017 | S | 200 | $57.83 | D | 17,812 | D | |
| Common Stock | May 8, 2017 | S | 215 | $58.45 | D | 0 | I | Through 401(k) Plan |
Table II — derivative securities
| Security | Conv. / exercise price | Date | Code | Shares | A/D | Exercisable | Expires | Underlying | Underlying shares | Owned after | D/I |
|---|---|---|---|---|---|---|---|---|---|---|---|
| Stock Option (Right to Buy)F6 | $27.35 | May 8, 2017 | M | 8,876 | D | — | May 1, 2025 | Common Stock | 8,876 | 36,124 | D |
| Stock Option (Right to Buy)F6 | $27.35 | May 9, 2017 | M | 11,500 | D | — | May 1, 2025 | Common Stock | 11,500 | 24,624 | D |
| Stock Option (Right to Buy)F6 | $27.35 | May 10, 2017 | M | 2,124 | D | — | May 1, 2025 | Common Stock | 2,124 | 22,500 | D |
| Stock Option (Right to Buy)F7 | $27.35 | May 10, 2017 | M | 5,626 | D | — | May 1, 2025 | Common Stock | 5,626 | 5,624 | D |
| Stock Option (Right to Buy)F8 | $27.35 | May 10, 2017 | M | 3,750 | D | — | May 1, 2025 | Common Stock | 3,750 | 7,500 | 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 $58.30 to $59.06, inclusive. The reporting person undertakes to provide to Amedisys, Inc. (the "Issuer"), any security holder of the Issuer, 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), (3), (4), and (5) 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 $58.20 to $59.01, inclusive.
- F3The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $59.22 to $59.29, inclusive.
- F4The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $58.62 to $59.27, inclusive.
- F5The price reported in column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $57.70 to $57.96, inclusive.
- F6The reporting person was granted 45,000 time-based stock options (the "Time-Based Stock Options") on May 1, 2015. The Time-Based Stock Options are subject to time-based vesting conditions. The Time-Based Stock Options vested in equal, 25% installments on each of May 1, 2016 and May 1, 2017 and will vest in equal, 25% installments on each of May 1, 2018 and May 1, 2019, provided that the Reporting Person remains continuously employed by the Issuer on each such date, subject to pro-rated vesting provisions as provided in the award agreement for the Time-Based Stock Options.
- F7On May 1, 2015, the reporting person was granted 11,250 performance-based stock options (the "2015 Tranche Stock Options") that were subject to achievement of identified performance goals for fiscal year 2015, which the Compensation Committee of the Issuer's Board of Directors has certified as achieved. The 2015 Tranche Stock Options are subject to additional time-based vesting conditions (2,813 vested on May 1, 2016, 2,813 vested on May 1, 2017, 2,812 will vest on May 1, 2018 and 2,812 will vest on May 1, 2019), assuming the Reporting Person remains continuously employed by the Issuer on such date, subject to certain pro-rated vesting provisions as provided in the award agreement for the 2015 Tranche Stock Options.
- F8On May 1, 2015, the reporting person was granted 11,250 performance-based stock options (the "2016 Tranche Stock Options") that were subject to achievement of identified performance goals for fiscal year 2016, which the Compensation Committee of the Issuer's Board of Directors has certified as achieved. The 2016 Tranche Stock Options are subject to additional time-based vesting conditions (one-third vested on May 1, 2017, and one-third will vest on each of May 1, 2018 and May 1, 2019), assuming the Reporting Person remains continuously employed by the Issuer on such date, subject to certain pro-rated vesting provisions as provided in the award agreement for the 2016 Tranche Stock Options.