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	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	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* Sharff Richard L. Jr. (Last) (First) (Middle) C/O SURGICAL CARE AFFILIATES, INC., 520 LAKE COOK ROAD, SUITE 250 (Street) DEERFIELD IL 60015 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol Surgical Care Affiliates, Inc. [ SCAI ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director 10% Owner X Officer (give title below) Other (specify below) General Counsel
	3. Date of Earliest Transaction (Month/Day/Year) 09/17/2014
	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	09/17/2014		A		15,679(1)	A	$0	32,272(2)	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
Options to Purchase Common Stock	$12.1							(3)	06/29/2017	Common Stock	96,301		96,301	D
Options to Purchase Common Stock	$13.94							(4)	03/06/2022	Common Stock	6,413		6,413	D
Options to Purchase Common Stock	$11.48							(5)	03/06/2022	Common Stock	17,868		17,868	D
Options to Purchase Common Stock	$12.41							(6)	05/06/2023	Common Stock	24,390		24,390	D
Options to Purchase Common Stock	$29.02	09/17/2014		A		21,106(7)		(8)	09/17/2024	Common Stock	21,106	$0	21,106	D

Explanation of Responses:

1. Grant of Restricted Stock Units made to executive officers of the issuer pursuant to the Surgical Care Affiliates, Inc. 2013 Omnibus Long-Term Incentive Plan, which is exempt under Rule 16b-3(d) of the Securities Exchange Act of 1934, as amended.

2. Includes 15,679 shares of Common Stock underlying Restricted Stock Units of the issuer. The Restricted Stock Units are subject to time-based vesting in equal annual installments over a period of two years from September 17, 2014 and are settled on each applicable vesting date.

3. 48,150 of the options are performance-based options and, as of September 16, 2013, became fully vested. The remaining 48,151 options are time-based options which vested in equal installments on June 29, 2008, June 29, 2009, June 29, 2010, June 29, 2011 and June 29, 2012.

4. All of the options are time-based options which, as of March 6, 2013, became fully vested.

5. All of the options are time-based options, 5,044 of which vested on March 6, 2014 and 12,824 of which are scheduled to vest in equal installments on March 6, 2015 and March 6, 2016.

6. All of the options are time-based options which are scheduled to vest in equal installments on May 6, 2014, May 6, 2015, May 6, 2016 and May 6, 2017.

7. Grant of options made to executive officers of the issuer pursuant to the Surgical Care Affiliates, Inc. 2013 Omnibus Long-Term Incentive Plan, which is exempt under Rule 16b-3(d) of the Securities Exchange Act of 1934, as amended.

8. All of the options are time-based options which are scheduled to vest in equal installments on September 17, 2015, September 17, 2016, September 17, 2017 and September 17, 2018.

Remarks:

	/s/ Richard L. Sharff, Jr.	09/18/2014
	** 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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