4//SEC Filing
KECK KIM 4
Accession 0000899243-23-012026
CIK 0001564406other
Filed
May 1, 8:00 PM ET
Accepted
May 2, 7:53 PM ET
Size
9.2 KB
Accession
0000899243-23-012026
Insider Transaction Report
Form 4
KECK KIM
Director
Transactions
- Disposition to Issuer
Employee Stock Option (Right to Buy)
2023-05-02$18.00/sh−62,374$1,122,732→ 0 totalExercise: $21.00Exp: 2030-08-05→ Common stock, $0.001 par value (62,374 underlying) - Disposition to Issuer
Common stock, $0.001 par value
2023-05-02$39.00/sh−94,960$3,703,440→ 0 total
Footnotes (4)
- [F1]Pursuant to that certain Agreement and Plan of Merger, dated as of February 7, 2023 (the "Merger Agreement"), by and among the Issuer, CVS Pharmacy, Inc. ("Parent"), Halo Merger Sub Corp. ("Merger Sub") and, for the limited purposes set forth therein, CVS Health Corporation, Merger Sub merged with and into the Issuer (the "Merger"), with the Issuer surviving the Merger as a wholly-owned subsidiary of Parent. At the effective time of the Merger (the "Effective Time"), each share of the Issuer's common stock that was issued and outstanding immediately prior to the Effective Time was automatically cancelled and converted into the right to receive $39.00 per share in cash, without interest and subject to applicable tax withholdings (the "Per Share Price").
- [F2](Continued from Footnote 1) The shares of the Issuer's common stock reported as disposed by the Reporting Person include vested restricted stock units ("RSUs") of the Issuer which, pursuant to the Merger Agreement, were, at the Effective Time, automatically canceled and converted into the right to receive an amount in cash (without interest and subject to applicable tax withholdings) equal to the product of the Per Share Price multiplied by the number of shares of the Issuer's common stock subject to such RSUs as of immediately prior to the Effective Time.
- [F3]The shares of the Issuer's common stock reported as disposed on this Form 4 reflects a correction to the Reporting Person's Form 4 filed on April 28, 2022, which inadvertently reported an issuance of 10,373 RSUs to the Reporting Person as a disposition rather than an acquisition of shares of the Issuer's common stock.
- [F4]Pursuant to the Merger Agreement, this option was automatically canceled and converted into the right to receive an amount in cash (without interest and subject to applicable tax withholdings) equal to the number of shares of the Issuer's common stock subject to such option as of immediately prior to the Effective Time multiplied by the excess of the Per Share Price over the exercise price per share of such option.
Documents
Issuer
Oak Street Health, Inc.
CIK 0001564406
Entity typeother
Related Parties
1- filerCIK 0001818332
Filing Metadata
- Form type
- 4
- Filed
- May 1, 8:00 PM ET
- Accepted
- May 2, 7:53 PM ET
- Size
- 9.2 KB