4//SEC Filing
USMD Holdings, Inc. 4
Accession 0000899243-16-030666
CIK 0001507881operating
Filed
Oct 3, 8:00 PM ET
Accepted
Oct 4, 11:41 AM ET
Size
9.9 KB
Accession
0000899243-16-030666
Insider Transaction Report
Form 4
Brock Steven
Director
Transactions
- Disposition to Issuer
Common Stock ($.01 par value)
2016-09-30−39,198→ 0 total(indirect: Indirectly held through UANT Ventures, L.P.) - Disposition to Issuer
5% Convertible Subordinated Notes Due 2019
2016-09-30−5,750→ 0 total(indirect: Indirectly held trhoguh AOB Surgical Group, Ltd.)Exercise: $10.61From: 2014-09-01→ Common Stock ($.01 par) (5,750 underlying) - Disposition to Issuer
Common Stock ($.01 par value)
2016-09-30−19,114→ 0 total
Footnotes (3)
- [F1]Disposed of at the effective time of the merger of Project Z Merger Sub, Inc. ("Merger Sub"), a wholly-owned subsidiary of WellMed Medical Management, Inc. ("WellMed") with and into the issuer (the "Merger"), pursuant to that certain Agreement and Plan of Merger dated August 29, 2016, among the issuer, WellMed and Merger Sub, in exchange for a cash payment of $22.34 per share.
- [F2]Upon its disposition of its shares of the issuer's common stock at the effective time of the Merger, UANT Ventures, L.P. ("Ventures") received a cash payment of $22.34 per share. After paying certain Merger-related costs, each partner of Ventures, including the reporting person, received a distribution equal to $22.22 per share (subject to certain post-closing adjustments) for the shares of the issuer's common stock such person held indirectly through Ventures.
- [F3]The noteholder had the right at any time after April 29, 2016 but prior to the payment in full of the note by the issuer, to convert all or any portion of the unpaid principal balance of the note into shares of the issuer's common stock. The note was repaid in full in connection with the Merger and this conversion right was cancelled.
Documents
Issuer
USMD Holdings, Inc.
CIK 0001507881
Entity typeoperating
IncorporatedDE
Related Parties
1- filerCIK 0001507881
Filing Metadata
- Form type
- 4
- Filed
- Oct 3, 8:00 PM ET
- Accepted
- Oct 4, 11:41 AM ET
- Size
- 9.9 KB