X0206 3 2016-04-20 0 0000896262 AMEDISYS INC AMED 0001673344 Seim Stephen 5959 S. SHERWOOD FOREST BLVD. BATON ROUGE LA 70816 0 1 0 0 Chief Strategy Officer Common Stock 8445 D Stock Option (Right to Buy) 27.35 2025-05-01 Common Stock 22500 D Stock Option (Right to Buy) 27.35 2025-05-01 Common Stock 5625 D Stock Option (Right to Buy) 27.35 2025-05-01 Common Stock 5625 D Stock Option (Right to Buy) 27.35 2025-05-01 Common Stock 5625 D Stock Option (Right to Buy) 27.35 2025-05-01 Common Stock 5625 D Restricted Stock Units Common Stock 7500 D Includes (i) 7,500 shares of time-based Restricted Stock Units ("RSUs"), each of which represents a contingent right to receive one share of the Issuer's common stock, and will vest in equal, one-third installments on each of June 4, 2019, June 4, 2020 and June 4, 2021, provided that the Reporting Person remains continuously employed by the Issuer on each such date, subject to certain pro-rated vesting provisions as provided in the award agreement for the RSUs; (ii) 895 shares of common stock acquired under the Issuer's employee stock purchase plan; and (iii) 50 shares of common stock acquired under the Issuer's 401(k) plan. The Stock Options are subject to time-based vesting conditions and will vest in equal, one-third installments on each of May 1, 2019, May 1, 2020 and May 1, 2021, provided that the Reporting Person remains continuously employed by the Issuer on each such date, subject to pro-rated vesting provisions as provided in the award agreement for the Stock Options. The Stock Options are subject to performance-based vesting conditions and will vest, if at all, based on (i) the certification by the Compensation Committee of the Issuer's Board of Directors of the achievement of identified performance goals for fiscal year 2015 and (ii) additional time-based vesting conditions (one-third on each of May 1, 2016, May 1, 2017 and May 1, 2018), assuming the Reporting Person remains continuously employed by the Issuer on such date, subject to certain pro-rated vesting provisions as provided in the award agreement for the Stock Options. The Stock Options are subject to performance-based vesting conditions and will vest, if at all, based on (i) the certification by the Compensation Committee of the Issuer's Board of Directors of the achievement of identified performance goals for fiscal year 2016 and (ii) additional time-based vesting conditions (one-third on each of May 1, 2017, May 1, 2018 and May 1, 2019), assuming the Reporting Person remains continuously employed by the Issuer on such date, subject to certain pro-rated vesting provisions as provided in the award agreement for the Stock Options. The Stock Options are subject to performance-based vesting conditions and will vest, if at all, based on (i) the certification by the Compensation Committee of the Issuer's Board of Directors of the achievement of identified performance goals for fiscal year 2017 and (ii) additional time-based vesting conditions (one-third on each of May 1, 2018, May 1, 2019 and May 1, 2020), assuming the Reporting Person remains continuously employed by the Issuer on such date, subject to certain pro-rated vesting provisions as provided in the award agreement for the Stock Options. The Stock Options are subject to performance-based vesting conditions and will vest, if at all, based on the certification by the Compensation Committee of the Issuer's Board of Directors of the achievement of identified performance goals for fiscal year 2018 and (ii) additional time-based vesting conditions (one-third on each of May 1, 2019, May 1, 2020 and May 1, 2021), assuming the Reporting Person remains continuously employed by the Issuer on such date, subject to certain pro-rated vesting provisions as provided in the award agreement for the Stock Options. The RSUs awarded are subject to performance-based vesting and will vest (i) on the certification by the Compensation Committee of the Issuer's Board of Directors of the achievement of identified performance goals for fiscal years 2015 through 2018, respectively, and (ii) additional time-based vesting conditions (2015 Tranche: one-third on each of June 4, 2016, 2017 and 2018; 2016 Tranche: one-third on each of June 4, 2017, 2018 and 2019; 2017 Tranche: one-third on each of June 4, 2018, 2019 and 2020; and 2018 Tranche: one-third on each of June 4, 2019, 2020 and 2021), assuming the Reporting Person remains continuously employed by the Issuer on each such date, subject to certain pro-rated vesting provisions as provided in the award agreement for the RSUs. /s/ Jennifer R. Guckert, pursuant to a power of attorney 2016-05-02