0001179110-18-010903.txt : 20180827
0001179110-18-010903.hdr.sgml : 20180827
20180827095945
ACCESSION NUMBER: 0001179110-18-010903
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20180730
FILED AS OF DATE: 20180827
DATE AS OF CHANGE: 20180827
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Olefson Jonathan
CENTRAL INDEX KEY: 0001673025
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-37787
FILM NUMBER: 181038271
MAIL ADDRESS:
STREET 1: C/O COTIVITI HOLDINGS, INC
STREET 2: 115 PERIMETER CENTER PLACE, SUITE 700
CITY: ATLANTA
STATE: GA
ZIP: 30346
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Cotiviti Holdings, Inc.
CENTRAL INDEX KEY: 0001657197
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-BUSINESS SERVICES, NEC [7389]
IRS NUMBER: 460595918
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 115 PERIMETER CENTER PLACE
STREET 2: SUITE 700
CITY: ATLANTA
STATE: GA
ZIP: 30346
BUSINESS PHONE: 770 379-2800
MAIL ADDRESS:
STREET 1: 115 PERIMETER CENTER PLACE
STREET 2: SUITE 700
CITY: ATLANTA
STATE: GA
ZIP: 30346
4
1
edgar.xml
FORM 4 -
X0306
4
2018-07-30
1
0001657197
Cotiviti Holdings, Inc.
COTV
0001673025
Olefson Jonathan
C/O COTIVITI HOLDINGS, INC.
ONE GLENLAKE PARKWAY, SUITE 1400
ATLANTA
GA
30328
0
1
0
0
SVP, Gen. Counsel, Secretary
Common Stock, par value $0.001 per share
2018-07-30
5
G
0
E
582
0
D
427
D
Common Stock, par value $0.001 per share
2018-08-27
4
D
0
427
44.75
D
0
D
Common Stock, par value $0.001 per share
2018-08-27
4
D
0
4316
44.75
D
0
I
By Trust
Options (right to buy)
6.26
2018-08-27
4
D
0
13200
38.49
D
2023-11-01
Common Stock, par value $0.001
13200
0
D
Options (right to buy)
6.26
2018-08-27
4
D
0
58200
38.49
D
2023-11-01
Common Stock, par value $0.001
58200
0
D
Options (right to buy)
19.00
2018-08-27
4
D
0
5490
25.75
D
2026-06-25
Common Stock, par value $0.001
5490
0
D
Options (right to buy)
34.39
2018-08-27
4
D
0
20937
10.36
D
2027-02-01
Common Stock, par value $0.001
20937
0
D
Options (right to buy)
34.70
2018-08-27
4
P
0
28368
10.05
D
2028-02-01
Common Stock, par value $0.001
28368
0
D
Restricted Stock Units
2018-08-27
4
D
0
458
D
Common Stock, par value $0.001
458
0
D
Restricted Stock Units
2018-08-27
4
D
0
2617
D
Common Stock, par value $0.001
2617
0
D
Restricted Stock Units
2018-08-27
4
D
0
11347
D
Common Stock, par value $0.001
11347
0
D
Includes 125 shares acquired under the Cotiviti Holdings, Inc. Employee Stock Purchase Plan on June 30, 2018.
Disposed of pursuant to an Agreement and Plan of Merger, dated June 19, 2018, between Cotiviti Holdings, Inc., Verscend Technologies, Inc. and Rey Merger Sub, Inc. in exchange for a cash payment of $44.75 per share.
Held directly by The Arnold Olefson 2007 Personal Residence Trust, dated February 7, 2007, of which the Reporting Person serves as a Trustee.
This option, which was fully vested on September 30, 2016, was cancelled in the merger in exchange for a cash payment equal to: (a) the number of shares of Issuer common stock underlying the option, multiplied by (b) the excess of $44.75 over the per share exercise price of such option.
This option, which provided for vesting in five equal annual installments commencing on November 1, 2014, was cancelled in the merger in exchange for a cash payment equal to: (a) the number of shares of Issuer common stock underlying the option, multiplied by (b) the excess of $44.75 over the per share exercise price of such option.
This option, which provided for vesting in four equal annual installments commencing on May 25, 2017, was cancelled in the merger in exchange for a cash payment equal to: (a) the number of shares of Issuer common stock underlying the option, multiplied by (b) the excess of $44.75 over the per share exercise price of such option.
This option, which provided for vesting in four equal annual installments commencing on February 1, 2018, was cancelled in the merger in exchange for a cash payment equal to: (a) the number of shares of Issuer common stock underlying the option, multiplied by (b) the excess of $44.75 over the per share exercise price of such option.
This option, which provided for vesting in four equal annual installments commencing on February 1, 2019, was cancelled in the merger in exchange for a cash payment equal to: (a) the number of shares of Issuer common stock underlying the option, multiplied by (b) the excess of $44.75 over the per share exercise price of such option.
Each Restricted Stock Unit represents the right to receive, at settlement, one (1) share of common stock, par value $0.001 per share.
These Restricted Stock Units, which provided for vesting in equal annual installments of 25% of the shares over a 4-year period on each anniversary date of the grant, May 25, 2016, subject to the Reporting Person's continued service through each applicable vesting date, were cancelled in the merger in exchange for a cash payment equal to $44.75 per share.
Disposed of pursuant to an Agreement and Plan of Merger, dated June 19, 2018, between Cotiviti Holdings, Inc., Verscend Technologies, Inc. and Rey Merger Sub, Inc. in exchange for a cash payment of $44.75 per Restricted Stock Unit.
These Restricted Stock Units, which provided for vesting in equal annual installments of 25% of the shares over a 4-year period on each anniversary date of the grant, February 1, 2017, subject to the Reporting Person's continued service through each applicable vesting date, were cancelled in the merger in exchange for a cash payment equal to $44.75 per share.
These Restricted Stock Units, which provided for vesting in equal annual installments of 25% of the shares over a 4-year period on each anniversary date of the grant, February 1, 2018, subject to the Reporting Person's continued service through each applicable vesting date, were cancelled in the merger in exchange for a cash payment equal to $44.75 per share.
/s/ Jonathan Olefson
2018-08-27