X0306 4 2015-12-31 0 0001507881 USMD Holdings, Inc. USMD 0001556889 Saalfield James G. 5500 DRANE DRIVE DALLAS TX 75209 1 0 0 0 Common Stock ($.01 par) 17103 D Common Stock ($.01 par) 2015-12-31 4 J 0 13 108.72 A 122526 I Indirectly held through UANT Ventures, L.P. Common Stock ($.01 par) 2015-12-31 4 J 0 3934 D 118592 I Indirectly held through UANT Ventures, L.P. Common Stock ($.01 par) 13248 I Held in James G. Saalfield, MD, P.A. Options to Purchase 24.84 2015-12-31 4 J 0 69 D 2012-08-31 2017-08-31 Common Stock ($.01 par) 1706 1706 I Indiectly held through UANT Ventures, L.P. UANT Ventures, LP ("Ventures") reallocated certain of its partnership interests among its partners based upon the results of a capital call. Dr. Saalfield received additional partnership interests as a result of this reallocation, which resulted in an increase in his indirect beneficial ownership of the shares of the issuer's common stock held by Ventures. Ventures issued partnership interests to certain individuals and the issuance of these interests was dilutive to the ownership of Ventures held by certain of the existing partners, including Dr. Saalfield. This reduction in Dr. Saalfield's ownership of Ventures resulted in a corresponding decrease in his indirect beneficial ownership of shares and options to purchase shares of the issuer's common stock held by Ventures. No consideration was paid and Dr. Saalfield did not receive any consideration as a result of the transaction. /s/ James G. Saalfield 2016-01-05