0000899243-20-022201.txt : 20200812 0000899243-20-022201.hdr.sgml : 20200812 20200812210504 ACCESSION NUMBER: 0000899243-20-022201 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20200805 FILED AS OF DATE: 20200812 DATE AS OF CHANGE: 20200812 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: CHOW JAMES J CENTRAL INDEX KEY: 0001793332 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39427 FILM NUMBER: 201096851 MAIL ADDRESS: STREET 1: 30 W. MONROE STREET, SUITE 1200 CITY: CHICAGO STATE: IL ZIP: 60603 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Oak Street Health, Inc. CENTRAL INDEX KEY: 0001564406 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-HEALTH SERVICES [8000] IRS NUMBER: 843446686 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 30 W. MONROE ST., STE. 1200 CITY: CHICAGO STATE: IL ZIP: 60603 BUSINESS PHONE: 312-773-3374 MAIL ADDRESS: STREET 1: 30 W. MONROE ST., STE. 1200 CITY: CHICAGO STATE: IL ZIP: 60603 FORMER COMPANY: FORMER CONFORMED NAME: Oak Street Health, LLC DATE OF NAME CHANGE: 20121211 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2020-08-05 0 0001564406 Oak Street Health, Inc. ?OSH? 0001793332 CHOW JAMES J C/O OAK STREET HEALTH, INC. 30 W. MONROE STREET, SUITE 1200 CHICAGO IL 60603 0 1 0 0 Chief Managed Care Officer Common stock, $0.001 par value 2020-08-10 4 J 0 1290982 0.00 A 1290982 D Common stock, $0.001 par value 2020-08-10 4 A 0 48 0.00 A 1291030 D Employee Stock Options (Right to Buy) 21.00 2020-08-05 4 A 0 66040 0.00 A 2030-08-05 Common Stock, par value $0.001 66040 66040 D Employee Stock Options (Right to Buy) 21.00 2020-08-05 4 A 0 89369 0.00 A 2030-08-05 Common Stock, par value $0.001 89369 89369 D Employee Stock Options (Right to Buy) 21.00 2020-08-05 4 A 0 5352 0.00 A 2030-08-05 Common Stock, par value $0.001 5352 5352 D Employee Stock Options (Right to Buy) 21.00 2020-08-05 4 A 0 3130 0.00 A 2030-08-05 Common Stock, par value $0.001 3130 3130 D Employee Stock Options (Right to Buy) 21.00 2020-08-05 4 A 0 21648 0.00 A 2030-08-05 Common Stock, par value $0.001 21648 21648 D Employee Stock Options (Right to Buy) 21.00 2020-08-05 4 A 0 12173 0.00 A 2030-08-05 Common Stock, par value $0.001 12173 12173 D Employee Stock Options (Right to Buy) 21.00 2020-08-05 4 A 0 4377 0.00 A 2030-08-05 Common Stock, par value $0.001 4377 4377 D Employee Stock Options (Right to Buy) 21.00 2020-08-05 4 A 0 7797 0.00 A 2030-08-05 Common Stock, par value $0.001 7797 7797 D These shares of common stock of Oak Street Health, Inc. (the "Issuer") were issued in connection with the closing of the Issuer's initial public offering on August 10, 2020 (the "Closing Date") in exchange for Series III-A units and incentive units pursuant to the transactions contemplated by the Master Structuring Agreement dated August 10, 2020, by and among the Issuer, OSH Merger Sub 1, LLC, Quantum Strategic Partners Ltd., General Atlantic OSH Interholdco L.P., OSH Management Holdings, LLC ("Management Holdings"), Oak Street Health, LLC and Geoffrey Price dated August 10, 2020 (the "Organizational Transactions"). Represents shares of the Issuer's common stock, par value $0.001 (the "Shares") issued in exchange for Series III-D units and vested incentive units of Oak Street Health, LLC and vested and unvested incentive units in of Management Holdings in connection with the Organizational Transactions. The issuance of these securities was approved by the Issuer's board of directors under Rule 16b-3. Shares issued in exchange for the unvested incentive units were issued under the Oak Street Health Omnibus Incentive Plan (the "Plan"). Represents options issued under the Plan in exchange for vested incentive units in Management Holding in connection with the Organizational Transactions. These options are fully vested and exercisable. Represents options issued under the Plan in exchange for unvested performance-vesting incentive units in Management Holdings in connection with the Organizational Transactions. These options will cliff vest 100% on August 10, 2022. Represents options issued under the Plan in exchange for unvested time-vesting incentive units in Management Holdings in connection with the Organizational Transactions. These options will vest in three equal quarterly installments beginning on October 3, 2020. Represents options issued under the Plan in exchange for unvested time-vesting incentive units in Management Holding in connection with the Organizational Transactions. These options will vest in five equal quarterly installments beginning on August 18, 2020. Represents options issued under the Plan in exchange for unvested time-vesting incentive units in Management Holding in connection with the Organizational Transactions. These options will vest in eight equal quarterly installments beginning on October 23, 2020. Represents options issued under the Plan in exchange for for unvested performance-vesting incentive units in Management Holdings in connection with the Organizational Transactions. These options will cliff vest 100% on August 10, 2023. Represents options issued under the Plan in exchange for unvested time-vesting incentive units in Management Holding in connection with the Organizational Transactions. These options cliff vest 100% on August 11, 2021. Represents options issued under the Plan in exchange for unvested time-vesting incentive units in Management Holding in connection with the Organizational Transactions. These options cliff vest 100% on May 12, 2022. /s/ Robert Guenthner, as attorney-in-fact for James Chow 2020-08-12