0000947871-16-001731.txt : 20161130
0000947871-16-001731.hdr.sgml : 20161130
20161130160915
ACCESSION NUMBER: 0000947871-16-001731
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20161128
FILED AS OF DATE: 20161130
DATE AS OF CHANGE: 20161130
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: WebMD Health Corp.
CENTRAL INDEX KEY: 0001326583
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-BUSINESS SERVICES, NEC [7389]
IRS NUMBER: 202783228
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 395 HUDSON STREET
CITY: NEW YORK
STATE: NY
ZIP: 10014
BUSINESS PHONE: 212-624-3700
MAIL ADDRESS:
STREET 1: 395 HUDSON STREET
CITY: NEW YORK
STATE: NY
ZIP: 10014
FORMER COMPANY:
FORMER CONFORMED NAME: WebMD Health Holdings, Inc.
DATE OF NAME CHANGE: 20050510
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: MANNING JAMES V
CENTRAL INDEX KEY: 0001230593
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-35337
FILM NUMBER: 162025400
4
1
ss21564_4.xml
OWNERSHIP DOCUMENT
X0306
4
2016-11-28
0
0001326583
WebMD Health Corp.
WBMD
0001230593
MANNING JAMES V
C/O WEBMD HEALTH CORP.,
395 HUDSON STREET
NEW YORK
NY
10014
1
0
0
0
Common Stock
2016-11-28
4
S
0
28916
53.55
D
100680
D
Common Stock
2016-11-28
4
M
0
2222
30.16
A
102902
D
Common Stock
2016-11-28
4
F
0
1253
53.51
D
101649
D
Common Stock
2016-11-28
4
M
0
4259
21.29
A
105908
D
Common Stock
2016-11-28
4
F
0
1695
53.51
D
104213
D
Common Stock
2016-11-28
4
M
0
4444
23.54
A
108657
D
Common Stock
2016-11-28
4
F
0
1955
53.53
D
106702
D
Common Stock
2016-11-28
4
M
0
3300
41.07
A
110002
D
Common Stock
2016-11-28
4
F
0
2534
53.50
D
107468
D
Common Stock
2016-11-28
4
M
0
6600
23.61
A
114068
D
Common Stock
2016-11-28
4
F
0
2912
53.52
D
111156
D
Common Stock
2016-11-28
4
M
0
6600
23.59
A
117756
D
Common Stock
2016-11-28
4
F
0
2910
53.52
D
114846
D
Common Stock
2016-11-28
4
M
0
9900
38.49
A
124746
D
Common Stock
2016-11-28
4
F
0
7123
53.50
D
117623
D
Common Stock
2016-11-29
4
S
0
10000
53.49
D
107623
D
Stock Option (right to buy)
30.16
2016-11-28
4
M
0
2222
0
D
2018-01-01
Common Stock
2222
0
D
Stock Option (right to buy)
21.29
2016-11-28
4
M
0
4259
0
D
2018-12-10
Common Stock
4259
0
D
Stock Option (right to buy)
23.54
2016-11-28
4
M
0
4444
0
D
2019-01-01
Common Stock
4444
0
D
Stock Option (right to buy)
41.07
2016-11-28
4
M
0
3300
0
D
2018-01-01
Common Stock
3300
0
D
Stock Option (right to buy)
23.61
2016-11-28
4
M
0
6600
0
D
2018-12-10
Common Stock
6600
0
D
Stock Option (right to buy)
23.59
2016-11-28
4
M
0
6600
0
D
2019-01-01
Common Stock
6600
0
D
Stock Option (right to buy)
38.49
2016-11-28
4
M
0
9900
0
D
2020-01-01
Common Stock
9900
0
D
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $53.45 to $53.64 inclusive. The reporting person undertakes to provide to WebMD Health Corp., any security holder of WebMD Health Corp., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote (1) to this Form 4.
Mr. Manning received 969 shares of WebMD Common Stock upon net share settlement of his exercise of options to purchase 2,222 shares of WebMD Common Stock, with the remaining 1,253 shares being retained by the issuer to pay the exercise price.
Mr. Manning received 2,564 shares of WebMD Common Stock upon net share settlement of his exercise of options to purchase 4,259 shares of WebMD Common Stock, with the remaining 1,695 shares being retained by the issuer to pay the exercise price.
Mr. Manning received 2,489 shares of WebMD Common Stock upon net share settlement of his exercise of options to purchase 4,444 shares of WebMD Common Stock, with the remaining 1,955 shares being retained by the issuer to pay the exercise price.
Mr. Manning received 766 shares of WebMD Common Stock upon net share settlement of his exercise of options to purchase 3,300 shares of WebMD Common Stock, with the remaining 2,534 shares being retained by the issuer to pay the exercise price.
Mr. Manning received 3,688 shares of WebMD Common Stock upon net share settlement of his exercise of options to purchase 6,600 shares of WebMD Common Stock, with the remaining 2,912 shares being retained by the issuer to pay the exercise price.
Mr. Manning received 3,690 shares of WebMD Common Stock upon net share settlement of his exercise of options to purchase 6,600 shares of WebMD Common Stock, with the remaining 2,910 shares being retained by the issuer to pay the exercise price.
Mr. Manning received 2,777 shares of WebMD Common Stock upon net share settlement of his exercise of options to purchase 9,900 shares of WebMD Common Stock, with the remaining 7,123 shares being retained by the issuer to pay the exercise price.
The price reported in Column 4 is a weighted average price. These shares were sold in multiple transactions at prices ranging from $53.46 to $53.54 inclusive. The reporting person undertakes to provide to WebMD Health Corp., any security holder of WebMD Health Corp., or the staff of the Securities and Exchange Commission, upon request, full information regarding the number of shares sold at each separate price within the range set forth in this footnote (9) to this Form 4.
25% of the shares underlying the options vested on the first anniversary of the grant date and 1/48 of the shares vested monthly thereafter over the next three-year period (fully vested on the 4th anniversary of the grant date). The date of grant for each of these options was ten years prior to the expiration date.
25% of the shares underlying the options vested on each of the first, second, third and fourth grant date anniversaries. The date of grant for each of these options was ten years prior to the expiration date.
/s/ Lewis H. Leicher, Attorney-in-Fact for James V. Manning
2016-11-30