SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
Allen Heidi S.

(Last) (First) (Middle)
265 BROOKVIEW CENTRE WAY
SUITE 400

(Street)
KNOXVILLE TN 37919

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
TEAM HEALTH HOLDINGS INC. [ TMH ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
SVP, General Counsel
3. Date of Earliest Transaction (Month/Day/Year)
01/05/2012
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 01/05/2012 D 9,329 (1) D $22.8763 15,507 D
Common Stock 01/06/2012 D 3,995 (1) D $22.8483 11,512 D
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Options (Right to Buy) $12 (2) 12/15/2019 Common Stock 40,908 40,908 D
Stock Options (Right to Buy) $14.93 (3) 12/15/2019 Common Stock 92,048 92,048 D
Stock Options (Right to Buy) $13.4 (4) 05/27/2020 Common Stock 30,000 30,000 D
Stock Options (Right to Buy) $21.64 (5) 05/26/2021 Common Stock 30,000 30,000 D
Explanation of Responses:
1. These shares were sold pursuant to a 10b5-1 plan entered into between the shareholder and Morgan Stanley Smith Barney dated December 5, 2011.
2. These stock options are fully vested and exercisable with respect to 31,838 of the underlying shares and will become vested and exercisable on a pro rata daily basis with respect to 9,070 of the underlying shares between January 9, 2012 and June 22, 2013.
3. These stock options are fully vested and exercisable with respect to 66,065 of the underlying shares and will become vested and exercisable on a pro rata daily basis with respect to the remaining 25,983 underlying shares during the period between January 9, 2012 and June 22, 2013.
4. These stock options are fully vested and exercisable with respect to 7,500 of the underlying shares and will become vested and exercisable with respect to twenty-five percent (25%) of the underlying shares on each of the second, third and fourth anniversaries of the grant date of May 27, 2010.
5. The stock options shall vest and become exercisable with respect to twenty-five percent (25%) of the underlying shares on each of the first, second, third, and fourth anniversaries of the grant date of May 26, 2011.
/s/ John R. Stair, attorney-in-fact for Ms. Allen 01/09/2012
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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