0000899243-17-003197.txt : 20170208
0000899243-17-003197.hdr.sgml : 20170208
20170208203022
ACCESSION NUMBER: 0000899243-17-003197
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20170206
FILED AS OF DATE: 20170208
DATE AS OF CHANGE: 20170208
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: TEAM HEALTH HOLDINGS INC.
CENTRAL INDEX KEY: 0001082754
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-HELP SUPPLY SERVICES [7363]
IRS NUMBER: 364276525
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 265 BROOKVIEW CENTRE WAY
STREET 2: SUITE 400
CITY: KNOXVILLE
STATE: TN
ZIP: 37919
BUSINESS PHONE: 865-693-1000
MAIL ADDRESS:
STREET 1: 265 BROOKVIEW CENTRE WAY
STREET 2: SUITE 400
CITY: KNOXVILLE
STATE: TN
ZIP: 37919
FORMER COMPANY:
FORMER CONFORMED NAME: TEAM HEALTH HOLDINGS LLC
DATE OF NAME CHANGE: 19990325
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Fry Patrick
CENTRAL INDEX KEY: 0001647735
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-34583
FILM NUMBER: 17584168
MAIL ADDRESS:
STREET 1: 265 BROOKVIEW CENTRE WAY
STREET 2: SUITE 400
CITY: KNOXVILLE
STATE: TN
ZIP: 37919
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2017-02-06
1
0001082754
TEAM HEALTH HOLDINGS INC.
TMH
0001647735
Fry Patrick
1516 GATEWAY CT.
DAVIS
CA
95618
1
0
0
0
Restricted Stock Units
2017-02-06
4
D
0
1085
43.50
D
Common Stock
1085
0
D
Restricted Stock Units
2017-02-06
4
D
0
3320
43.50
D
Common Stock
3320
0
D
Each restricted stock unit represents the right to receive, at settlement, one share of common stock.
On February 6, 2017, an affiliate of The Blackstone Group, L.P. acquired the Issuer pursuant to that certain Agreement and Plan of Merger, dated as of October 30, 2016 (the "Merger Agreement"), among the Issuer, Tennessee Merger Sub, Inc., a Delaware corporation ("Merger Sub"), and Tennessee Parent, Inc., a Delaware corporation ("Parent"). Pursuant to the Merger Agreement, Merger Sub merged with and into the Issuer (the "Merger"), with the Issuer surviving the Merger as a wholly owned subsidiary of Parent.
(Continued from footnote 2) Pursuant to the Merger Agreement, immediately prior to the effective time, any vesting conditions applicable to each restricted stock unit ("Stock Unit") automatically accelerated in full, each Stock Unit was cancelled, and the Reporting Person was entitled to receive (without interest) an amount in cash equal to the product of (x) the total number of shares subject to such Stock Unit immediately prior to the effective time multiplied by (y) $43.50. Withholding taxes will be withheld from the proceeds otherwise due to the Reporting Person.
These restricted stock units were to vest one-third on each of the first, second and third anniversaries of the July 10, 2015 grant date.
These restricted stock units were to vest one-third on each of the first, second and third anniversaries of the March 3, 2016 grant date.
/s/ John R. Stair, attorney-in-fact for Mr. Fry
2017-02-08