SEC Form 4 · accession 0001179110-15-004693
HEALTH NET INC · HNT
Statement of changes in beneficial ownership, as filed. Original on EDGAR ↗
Reporting owner
Steven Sell
Officer — President, West RegHealth Plan
Period of report
Mar 7, 2015
Accepted (ET)
Mar 10, 2015 · 9:54 pm EDT
Rule 10b5-1 plan
unknown — predates the checkbox
Issuer CIK
0000916085
Table I — non-derivative securities
| Security | Date | Code | Shares | Price | A/D | Owned after | D/I | Nature of ownership |
|---|---|---|---|---|---|---|---|---|
| Common StockF1 | Mar 3, 2015 | G | 1,750 | $0.00 | D | 73,638 | D | |
| Common StockF3,F1 | Mar 7, 2015 | F | 1,523 | $56.09 | D | 72,115 | D | |
| Common StockF3,F1 | Mar 7, 2015 | F | 4,106 | $56.09 | D | 68,009 | D | |
| Common StockF5,F1 | Mar 9, 2015 | S | 6,038 | $56.00 | D | 61,971 | D |
Table II — derivative securities
No Table II lines on this filing.
Explanation of responses
- F1Includes shares held by the Steven J. Sell and Margaret D. William Revocable Trust, of which the Reporting Person is a trustee and beneficiary.
- F2Shares withheld by the Issuer to satisfy the Reporting Person's tax withholding obligations in connection with the vesting of 33-1/3% of a grant of 8,750 restricted stock units ("RSUs") made to the Reporting Person on March 7, 2013 (the "RSU Vest"), pursuant to the Issuer's 2006 Long-Term Incentive Plan, as amended (the "2006 Plan").
- F3The number of shares withheld by the Issuer in connection with the RSU Vest and PSU Vest was based on the closing price of the Issuer's common stock on March 6, 2015, pursuant to the terms of the 2006 Plan.
- F4Shares withheld by the Issuer to satisfy the Reporting Person's tax withholding obligations in connection with the vesting of 33-1/3% of a grant of 26,250 performance stock units made to the Reporting Person on March 7, 2013, pursuant to the 2006 Plan (the "PSU Vest").
- F5The price reported in Column 4 is a weighted average price. The shares were sold in multiple transactions at prices ranging from $55.90 to $56.03, inclusive. The Reporting Person undertakes to provide to 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 herein. These sales of Common Stock by the Reporting Person were effected pursuant to a Rule 10b5-1 trading plan adopted by the Reporting Person in accordance with Rule 10b5-1 of the Securities Exchange Act of 1934, as amended.