FORM 3 |
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES 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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1. Name and Address of Reporting Person*
(Street)
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2. Date of Event Requiring Statement
(Month/Day/Year) 08/13/2013 |
3. Issuer Name and Ticker or Trading Symbol
Envision Healthcare Holdings, Inc. [ EVHC ] |
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4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
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5. If Amendment, Date of Original Filed
(Month/Day/Year) |
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6. Individual or Joint/Group Filing (Check Applicable Line)
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Table I - Non-Derivative Securities Beneficially Owned | |||
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1. Title of Security (Instr. 4) | 2. Amount of Securities Beneficially Owned (Instr. 4) | 3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 4. Nature of Indirect Beneficial Ownership (Instr. 5) |
Common Stock | 7,272 | D |
Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities) | |||||||
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1. Title of Derivative Security (Instr. 4) | 2. Date Exercisable and Expiration Date (Month/Day/Year) | 3. Title and Amount of Securities Underlying Derivative Security (Instr. 4) | 4. Conversion or Exercise Price of Derivative Security | 5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5) | 6. Nature of Indirect Beneficial Ownership (Instr. 5) | ||
Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||
Options (Rights to Buy) | (1) | 10/31/2017 | Common Stock | 20,925 | $3.27 | D | |
Options (Rights to Buy) | (2) | 03/12/2019 | Common Stock | 4,650 | $3.19 | D | |
Options (Rights to Buy) | (3) | 05/18/2020 | Common Stock | 18,600 | $6.06 | D | |
Options (Rights to Buy) | (4) | 05/22/2021 | Common Stock | 56,283 | $3.69 | D |
Explanation of Responses: |
1. These options were originally granted on October 31, 2007 as options to purchase common stock of Envision Healthcare Corporation ("EVHC"), formerly known as Emergency Medical Services Corporation, which were scheduled to vest ratably on the first four anniversaries of the grant date. In connection with the merger of an indirect subsidiary of the Issuer with and into EVHC, with EVHC continuing as the surviving corporation and an indirect wholly owned subsidiary of the Issuer (the "Merger"), the options converted to fully vested options to purchase common stock of the Issuer pursuant to a rollover agreement between the reporting person and the Issuer (the "Rollover Agreement"). |
2. These options were originally granted on March 12, 2009 as options to purchase common stock of EVHC, which were scheduled to vest on the first four anniversaries of the grant date, subject to continued employment. In connection with the Merger, the options converted to fully vested options to purchase common stock of the Issuer pursuant to the Rollover Agreement. |
3. These options were originally granted on May 18, 2010 as options to purchase common stock of EVHC, which were scheduled to vest on the first four anniversaries of the grant date, subject to continued employment. In connection with the Merger, the options converted to fully vested options to purchase common stock of the Issuer pursuant to the Rollover Agreement. |
4. These options were granted on May 25, 2011 and are scheduled to vest in five annual installments. 22,506 of these options are currently vested. 33,777 of these options in the aggregate will vest in three remaining installments on each of December 31, 2013, 2014 and 2015, subject to continued employment. |
/s/ Craig A. Wilson | 08/13/2013 | |
** 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 5 (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). | ||
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure. | ||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number. |