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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) |
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 Underlying Securities (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 of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
Stock Options | $ 39.74 | 04/01/2018 | A | 2,745 | 04/01/2018 | 02/08/2019 | Common Stock | 2,745 | (4) | 2,745 | D |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
REED W EARL III 901 HUGH WALLIS ROAD SOUTH LAFAYETTE, LA 70508 |
X |
/s/ W. Earl Reed III | 04/03/2018 | |
**Signature of Reporting Person | Date |
* | 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). |
(1) | Received in exchange for 114,978 shares of Almost Family, Inc. ("Almost Family") common stock in connection with the merger of Almost Family with and into the Issuer (the "Merger"). In the Merger, each share of Almost common stock was converted into the right to receive 0.9150 shares of Issuer common stock. |
(2) | Received in exchange for 30,435 shares of Almost Family common stock in connection with the Merger. |
(3) | The reporting person's spouse is the sole trustee of the W. Earl Reed, III Gift Trust which is for the benefit of the reporting person's adult children. The reporting person disclaims beneficial ownership of these securities, and the filing of this report is not an admission that the reporting person is the beneficial owner of these securities for purposes of Section 16 or for any other purpose. |
(4) | Received in the Merger in exchange for a stock option to acquire shares of Almost Family common stock. The number of stock options is equal to the number of Almost Family stock options multiplied by 0.9150, and the exercise price is equal to the exercise price of the Almost Family stock options divided by 0.9150. |