0000899243-16-019024.txt : 20160502 0000899243-16-019024.hdr.sgml : 20160502 20160502210943 ACCESSION NUMBER: 0000899243-16-019024 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20160420 FILED AS OF DATE: 20160502 DATE AS OF CHANGE: 20160502 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: AMEDISYS INC CENTRAL INDEX KEY: 0000896262 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-HOME HEALTH CARE SERVICES [8082] IRS NUMBER: 113131700 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 5959 S SHERWOOD FOREST BLVD CITY: BATON ROUGE STATE: LA ZIP: 70816 BUSINESS PHONE: 2252922031 MAIL ADDRESS: STREET 1: 5959 S SHERWOOD FOREST BLVD CITY: BATON ROUGE STATE: LA ZIP: 70816 FORMER COMPANY: FORMER CONFORMED NAME: ANALYTICAL NURSING MANAGEMENT CORP DATE OF NAME CHANGE: 19940819 FORMER COMPANY: FORMER CONFORMED NAME: M&N CAPITAL CORP DATE OF NAME CHANGE: 19930125 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Kemmerly David L CENTRAL INDEX KEY: 0001673554 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 000-24260 FILM NUMBER: 161613390 MAIL ADDRESS: STREET 1: 5959 S. SHERWOOD FOREST BLVD. CITY: BATON ROUGE STATE: LA ZIP: 70816 3 1 doc3.xml FORM 3 SUBMISSION X0206 3 2016-04-20 0 0000896262 AMEDISYS INC AMED 0001673554 Kemmerly David L 5959 S. SHERWOOD FOREST BLVD. BATON ROUGE LA 70816 0 1 0 0 See Remarks Common Stock 12612 D Stock Option (Right to Buy) 27.35 2025-05-01 Common Stock 37500 D Stock Option (Right to Buy) 27.35 2025-05-01 Common Stock 9375 D Stock Option (Right to Buy) 27.35 2025-05-01 Common Stock 9375 D Stock Option (Right to Buy) 27.35 2025-05-01 Common Stock 9375 D Stock Option (Right to Buy) 27.35 2025-05-01 Common Stock 9375 D Restricted Stock Units Common Stock 12500 D Includes (i) 12,500 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) 18 shares of common stock acquired under the Issuer's employee stock purchase plan; and (iii) 94 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. General Counsel and Senior Vice President of Government Affairs /s/ Jennifer R. Guckert, pursuant to a power of attorney 2016-05-02 EX-24 2 attachment1.htm EX-24 DOCUMENT

                               POWER OF ATTORNEY

       Know all by these presents, that the undersigned hereby constitutes and
appoints Jennifer R. Guckert, signing singly, the undersigned's true and lawful
attorney-in-fact to:

1.     execute for and on behalf of the undersigned, in the undersigned's
       individual capacity, Forms 3, 4 and 5 in accordance with Section 16(a) of
       the Securities Exchange Act of 1934, as amended, and the rules and
       regulations promulgated thereunder (the "Exchange Act");

2.     do and perform any and all acts for and on behalf of the undersigned
       which may be necessary or desirable to complete and execute any Forms 3,
       4 or 5, complete and execute any amendment or amendments thereto, and
       timely file such form with the U.S. Securities and Exchange Commission
       and any stock exchange or similar authority; and

3.     take any and all other actions of any type whatsoever in connection with
       the foregoing which, in the opinion of such attorney-in-fact, may be of
       benefit to, in the best interest of, or legally required by, the
       undersigned, it being understood that the documents executed by such
       attorney-in-fact on behalf of the undersigned pursuant to this Power of
       Attorney shall be in such form and shall contain such terms and
       conditions as such attorney-in-fact may approve in such attorney-in-
       fact's discretion.

       The undersigned hereby grants to such attorney-in-fact full power and
authority to do and perform any and every act and thing whatsoever requisite,
necessary, or proper to be done in the exercise of any of the rights and powers
herein granted, as fully to all intents and purposes as the undersigned might or
could do if personally present, with full power of substitution or revocation,
hereby ratifying and confirming all that such attorney-in-fact, or such
attorney-in-fact's substitute or substitutes, shall lawfully do or cause to be
done by virtue of this power of attorney and the rights and powers herein
granted.  The undersigned acknowledges that the foregoing attorney-in-fact, in
serving in such capacity at the request of the undersigned, is not assuming any
of the undersigned's responsibilities to comply with Section 16 of the Exchange
Act.

       This Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file Forms 3, 4 and 5 with respect to the
undersigned's holdings of and transactions in securities issued by Amedisys,
Inc., unless earlier revoked by the undersigned in a signed writing delivered to
the foregoing attorney-in-fact.

       IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to
be executed on April 20, 2016.

/s/ David Kemmerly
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David Kemmerly