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) 02/01/2014 |
3. Issuer Name and Ticker or Trading Symbol
Express Scripts Holding Co. [ ESRX ] |
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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 | 12,229 | 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 | ||||
Non-Qualified Stock Option (Right-to-Buy) | (1) | 03/06/2020 | Express Scripts Holding Company Common Stock | 25,288 | $58.17 | D | |
Non-Qualified Stock Option (Right-to-Buy) | (2) | 02/27/2019 | Express Scripts Holding Company Common Stock | 22,898 | $53.05 | D | |
Non-Qualified Stock Option (Right-to-Buy) | (3) | 11/17/2018 | Express Scripts Holding Company Common Stock | 19,889 | $43.77 | D | |
Non-Qualified Stock Option (Right-to-Buy) | (4) | 03/02/2018 | Express Scripts Holding Company Common Stock | 10,104 | $56.5 | D | |
Non-Qualified Stock Option (Right-to-Buy) | (5) | 03/03/2017 | Express Scripts Holding Company Common Stock | 10,742 | $49.495 | D | |
Non-Qualifed Stock Option (Right-to-Buy) | (6) | 03/02/2016 | Express Scripts Holding Company Common Stock | 15,002 | $22.87 | D | |
Non-Qualified Stock Option (Right-to-Buy) | (7) | 02/26/2015 | Express Scripts Holding Company Common Stock | 3,646 | $31.92 | D | |
Non-Qualified Stock Option (Right-to-Buy) | (7) | 02/26/2015 | Express Scripts Holding Company Common Stock | 12,028 | $31.92 | D | |
Stock Appreciation Right | (8) | 02/22/2014 | Express Scripts Holding Company Common Stock | 8,948 | $19.662 | D | |
Phantom Stock Unit(9) | (9) | (9) | Express Scripts Holding Company Common Stock | 97.2905 | (9) | D |
Explanation of Responses: |
1. Grant of stock options pursuant to the Express Scripts, Inc. 2011 Long-Term Incentive Plan. Vests in three (3) equal installments on February 28, 2014, February 28, 2015, and February 28, 2016. |
2. Grant of stock options pursuant to the Express Scripts, Inc. 2011 Long-Term Incentive Plan. Vests in three (3) equal installments on February 28, 2013, February 28, 2014, and February 28, 2015. |
3. Grant of stock options pursuant to the Express Scripts, Inc. 2011 Long-Term Incentive Plan. All shares vested on November 17, 2013. |
4. Grant of stock options pursuant to the Express Scripts, Inc. 2000 Long-Term Incentive Plan. Vests in three (3) equal installments on February 28, 2012, February 28, 2013, and February 28, 2014. |
5. Grant of stock options pursuant to the Express Scripts, Inc. 2000 Long-Term Incentive Plan. All shares vested on February 28, 2013. |
6. Grant of stock options pursuant to the Express Scripts, Inc. 2000 Long-Term Incentive Plan. All shares vested on March 2, 2012. |
7. Grant of stock options pursuant to the Express Scripts, Inc. 2000 Long-Term Incentive Plan. All shares vested on February 26, 2011. |
8. Grant of stock appreciation rights pursuant to the Express Scripts, Inc. 2000 Long-Term Incentive Plan. All shares vested on February 22, 2010. |
9. Phantom Stock Units credited under the Company's Executive Deferred Compensation Plan. All company credits to the participant's account vest in three (3) years after the plan year to which a particular credit relates. Upon distribution each Phantom Stock Unit converts to one share of the Company's Common Stock. |
Remarks: |
Ex. 24 - Power of Attorney is attached. |
/s/ Christine A. Houston | 02/07/2014 | |
** 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 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. |