0001096738-13-000017.txt : 20130313
0001096738-13-000017.hdr.sgml : 20130313
20130313210057
ACCESSION NUMBER: 0001096738-13-000017
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20130312
FILED AS OF DATE: 20130313
DATE AS OF CHANGE: 20130313
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Kaminer Matthew
CENTRAL INDEX KEY: 0001523857
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35062
FILM NUMBER: 13688915
MAIL ADDRESS:
STREET 1: 1100 PARK PLACE
STREET 2: SUITE 300
CITY: SAN MATEO
STATE: CA
ZIP: 94403
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: EPOCRATES INC
CENTRAL INDEX KEY: 0001096738
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-COMPUTER PROCESSING & DATA PREPARATION [7374]
IRS NUMBER: 943326769
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 1100 PARK PLACE, SUITE 300
CITY: SAN MATEO
STATE: CA
ZIP: 94403
BUSINESS PHONE: 650-227-1700
MAIL ADDRESS:
STREET 1: 1100 PARK PLACE, SUITE 300
CITY: SAN MATEO
STATE: CA
ZIP: 94403
4
1
primary_doc.xml
PRIMARY DOCUMENT
X0306
4
2013-03-12
1
0001096738
EPOCRATES INC
EPOC
0001523857
Kaminer Matthew
1100 PARK PLACE
SUITE 300
SAN MATEO
CA
94403
0
1
0
0
General Counsel and Secretary
Common Stock
2013-03-12
4
D
1
39592
A
0
D
Non-Qualified Stock Option (right to buy)
17.95
2013-03-12
4
D
1
50000
D
Common Stock
50000
0
D
Non-Qualified Stock Option (right to buy)
9.99
2013-03-12
4
D
1
50000
D
Common Stock
50000
0
D
Pursuant to the Agreement and Plan of Merger among Epocrates, Inc. (the "Issuer"), athenahealth, Inc. ("athenahealth"), and Echo Merger Sub, Inc., a wholly-owned subsidiary of athenahealth, dated January 7, 2013 (the "Merger Agreement"), each share of the Issuer's common stock was exchanged for $11.75 in cash, without interest and less any applicable withholding taxes (the "Merger").
Includes 31,149 shares underlying restricted stock units, each of which, pursuant to the Merger Agreement, was assumed by athenahealth and converted into a restricted stock unit for .1239 shares of athenahealth common stock.
The shares subject to the option vest and become exercisable at a rate of 25% on the first anniversary of June 27, 2011 and the remainder of the shares underlying the option vest in equal monthly installments over the remaining 48 months thereafter.
The shares subject to the option vest and become exercisable in equal monthly installments over a sixty month period commencing January 20, 2012.
Pursuant to the Merger Agreement, each Issuer stock option was assumed by athenahealth and converted into a stock option for .1239 shares of athenahealth common stock.
/s/ Matthew B. Hemington, Attorney-in-Fact for Matthew A. Kaminer
2013-03-13