SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
McGowan Michael

(Last) (First) (Middle)
ON ASSIGNMENT, INC.
26745 MALIBU HILLS ROAD

(Street)
CALABASAS CA 91301

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
ON ASSIGNMENT INC [ ASGN ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
COO, OAI; Pres, OGR
3. Date of Earliest Transaction (Month/Day/Year)
06/13/2016
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 06/13/2016 M 30,999 A $12.9 207,083 D
Common Stock 06/13/2016 F 16,537 D $37.3078(1) 190,546 D
Common Stock 06/14/2016 M 75,230 A $12.9 265,776 D
Common Stock 06/14/2016 F 40,670 D $36.2353(2) 225,106 D
Common Stock 06/15/2016 S 8,000 D $37.0133(3) 217,106 D
Common Stock 60,504 I by Trust
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Non-Qualified Stock Option (right to buy) $12.9 06/13/2016 M 30,999 01/31/2008(4) 01/31/2017 Common Stock 30,999 $0.0 75,230 D
Non-Qualified Stock Option (right to buy) $12.9 06/14/2016 M 75,230 01/31/2008(4) 01/31/2017 Common Stock 75,230 $0.0 0 D
Explanation of Responses:
1. Executive officer elected to satisfy exercise price and tax withholding obligations upon the exercise of his stock options by selling exercised shares on the open market equal to that of the executive officer's exercise price and tax liability.The $37.307750 share price is a weighted average of numerous open market trades made at prices ranging from $37.00 to $37.81.
2. Executive officer elected to satisfy exercise price and tax withholding obligations upon the exercise of his stock options by selling exercised shares on the open market equal to that of the executive officer's exercise price and tax liability.The $36.23530 share price is a weighted average of numerous open market trades made at prices ranging from $36.00 to $36.72.
3. The $37.01325 share price is a weighted average of open market trades made at prices ranging from $37.00 to $37.02.
4. One- fourth of this option grant effective January 31, 2007 vested on January 31, 2008 and one forty-eighth of the grant vested thereafter on each monthly anniversary of the grant date until fully vested.
By: James L. Brill, CAO For: Michael J. McGowan 06/15/2016
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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